-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, KEiBfo6W5NRiSm8FMR539ES6btYCxZ1toRLehg1lwrgQP9jIQCHsYWybKAdxJDnD dK2YYYTwBxDre/2IWP3YKw== 0000899681-07-000270.txt : 20070402 0000899681-07-000270.hdr.sgml : 20070402 20070402162009 ACCESSION NUMBER: 0000899681-07-000270 CONFORMED SUBMISSION TYPE: 10-K/A PUBLIC DOCUMENT COUNT: 12 CONFORMED PERIOD OF REPORT: 20061231 FILED AS OF DATE: 20070402 DATE AS OF CHANGE: 20070402 FILER: COMPANY DATA: COMPANY CONFORMED NAME: COLLEGE LOAN CORP TRUST I CENTRAL INDEX KEY: 0001172104 STANDARD INDUSTRIAL CLASSIFICATION: ASSET-BACKED SECURITIES [6189] IRS NUMBER: 016110137 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-K/A SEC ACT: 1934 Act SEC FILE NUMBER: 333-102791-01 FILM NUMBER: 07739258 BUSINESS ADDRESS: STREET 1: 1100 N MARKET ST CITY: WILMINGTON STATE: DE ZIP: 19890 BUSINESS PHONE: 302-636-6071 10-K/A 1 college-10ka_040207.htm 10-K/A
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

FORM 10-K/A

/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:  333-102791-01

College Loan Corporation Trust I
(Exact name of registrant as specified in its charter)

College Loan LLC
(Exact name of depositor as specified in its charter)

College Loan Corporation
(Exact name of sponsor as specified in its charter)

Delaware
(State or other jurisdiction of incorporation or organization)		 45-6110137
(I.R.S. Employer Identification No.)

16855 W. Bernardo Drive
Suite 100
San Diego, California
(Address of principal executive offices)

92127
(Zip Code)

Registrant's telephone number, including area code: (888) 972-6311

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 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 on the Exchange Act. _____

           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 Exchange Act.):
       Yes   [__]      No   [X]

State the aggregate market value of the voting and non-voting common equity held by nonaffiliates 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.

          Not Applicable.

List hereunder the following documents if incorporated by reference and the Part of the Form 10-K 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.

          Not Applicable.

The section titled “College Loan Corporation Trust I” in the registrant’s prospectus supplement dated April 20, 2006 and the sections titled “The Depositor” and “The Sponsor and the Issuer Administrator” in the registrant’s prospectus dated March 28, 2006, each of which was filed with the Securities and Exchange Commission on April 24, 2006 pursuant to Rule 424(b), file 333-102791-01, are incorporated by reference into the response to item 1119 of Regulation AB contained in this Annual Report on Form 10-K.

EXPLANATORY NOTE

This amended Annual Report on Form 10-K/A (the “Report”) is filed with respect to College Loan Corporation Trust I and replaces the Annual Report on Form 10-K filed on April 2, 2007 and is being filed to include an executed version of Exhibit 34.4. Certain information requested by this Annual Report on Form 10-K is omitted pursuant to Regulation AB and General Instruction J to Form 10-K.

PART I

Item 1. Business.

Omitted

Item 1.A Risk Factors.

Omitted

Item 2. Properties.

Omitted

Item 3. Legal Proceedings.

Omitted

Item 4. Submission of Matters to a Vote of Security Holders.

Omitted

PART II

Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities.

Omitted

Item 6. Selected Financial Data.

Omitted

Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operation.

Omitted

Item 7A. Quantitative and Qualitative Disclosures about Market Risk.

Omitted

Item 8. Financial Statements and Supplementary Data.

Omitted

Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosures.

Omitted

Item 9A. Controls and Procedures

Omitted

Item 9B. Other Information.

None.

PART III

Item 10. Directors and Executive Officers of the Registrant.

Omitted

Item 11. Executive Compensation.

Omitted

Item 12. Security Ownership of Certain Beneficial Owners and Management.

Omitted

Item 13. Certain Relationships and Related Transactions, and Director Independence.

Omitted

Item 14. Principal Accountant Fees and Services.

Omitted

Part IV

Item 15. Exhibits and Financial Statement Schedules.

(a) List of Documents Filed as Part of this Annual Report on Form 10-K
1)
2)
3)		 Not Applicable
Not Applicable
See Item 15(b) below

(b) Exhibits Required by Item 601 of Regulation S-K



EXHIBIT DESCRIPTION

31.1 Rule 13a-14(a)/15d-14a Certification. (Section 302 Certification)

33.1 Report on Assessment of Compliance with Servicing Criteria concerning servicing activities of ACS Education Services, Inc. for the year ended December 31, 2006.

33.2 Report on assessment of Compliance with Servicing Criteria concerning servicing activities of Great Lakes Educational Loan Services, Inc. for the year ended December 31, 2006.

33.3 Report on assessment of Compliance with Servicing Criteria concerning servicing activities of Deutsche Bank Trust Company Americas for the year ended December 31, 2006.

33.4 Report on assessment of Compliance with Servicing Criteria concerning servicing activities of College Loan Corporation for the year ended December 31, 2006.

34.1 Independent Accountants' Attestation Report concerning servicing activities of ACS Education Services, Inc. for the year ended December 31, 2006.

34.2 Independent Accountants’ Attestation Report concerning servicing activities of Great Lakes Educational Services, Inc. for the year ended December 31, 2006.

34.3 Independent Accountants’ Attestation Report concerning servicing activities of Deutsche Bank Trust Company Americas for the year ended December 31, 2006.

34.4 Independent Accountants’ Attestation Report concerning servicing activities of College Loan Corporation for the year ended December 31, 2006.

35.1 Statement of Compliance of ACS Education Services, Inc. under the Federal FFEL Origination/Servicing Agreement for the year ended December 31, 2006.

35.2 Statement of Compliance for College Loan Corporation under the Administration Agreement for the year ended December 31, 2006.

The following are additional disclosure items required by Regulation AB.

Item 1112(b) Significant Obligor Financial Information

           None.

Items 1114(b)(2) and 1115(b). Significant Enhancement Provider Information.

          The payment of principal and interest on all of the registrant’s student loans is guaranteed by designated guarantee agencies and reinsured by the U.S. Department of Education. As of December 31, 2006, 78.9% and 12.1% of the registrant’s student loans (by dollar volume) were guaranteed by Massachusetts Higher Education Assistance Corporation d/b/a American Student Assistance and California Student Aid Commission, respectively. As of that date, no other guarantee agency was guaranteeing 10% or more of the registrant’s student loans.

American Student Assistance

           Massachusetts Higher Education Assistance Corporation d/b/a American Student Assistance (“ASA”), a not-for-profit corporation organized in 1956. ASA is one of the oldest and largest guarantee agencies in the United States, and is the designated guarantor for the Commonwealth of Massachusetts and the District of Columbia. Since 1956, ASA has been a provider of higher education financing products and services to students, parents, schools and lenders across the country, guaranteeing more than $43 billion in loans. Originally created by the General Court of the Commonwealth of Massachusetts as the Massachusetts Higher Education Assistance Corporation, ASA currently acts on behalf of the U.S. Department of Education to ensure that the public policy purposes and regulatory requirements of the Federal Family Education Loan Program (the “FFEL Program”) are met. ASA employed 592 individuals as of January 1, 2006 at its principal offices located at 100 Cambridge Street, Suite 1600, Boston, MA 02114.

           Guaranty Volume.  The following table sets forth the original principal amount of FFELP Loans (excluding Consolidation Loans) guaranteed by ASA in each of the last five ASA fiscal years: 

                                               Net FFELP Loans
         ASA Fiscal Year                      Guaranteed by ASA
         (Ending June 30)                   (Dollars in Millions)
       --------------------              ---------------------------
               2001                                 $   680
               2002                                     779
               2003                                     914
               2004                                   1,270
               2005                                   1,746

           Under the Higher Education Act of 1965, as amended (the “Higher Education Act”), ASA and the U.S. Secretary of Education as of January 1, 2001 entered into a voluntary flexible agreement (“VFA”). Under the VFA, ASA returned its reserve funds that would otherwise have made up its Federal Reserve Fund through an escrow account in the name of the U.S. Department of Education. In the event a loan defaults, ASA receives funding from the U.S. Department of Education to act as a disbursing agent. The guarantee is, therefore, no longer limited by the funds on deposit in a federal reserve fund. Because ASA holds no federal reserve fund, the concept of a Reserve Ratio is inapplicable. The VFA establishes a “fee for service” model under which ASA is rewarded through the payment of a portfolio maintenance fee for maintaining a healthy portfolio of loans in good standing. The agency is further incented to keep the loans in good standing and to work with borrowers to prevent default because the portfolio maintenance fee increases as ASA’s trigger default rate improves over the national trigger default rate. ASA’s efforts to prevent default are a part of its “Wellness” program of outreach to borrowers from the inception of the loan to educate them on their responsibilities and assist them in repayment.

           The information in the following tables has been provided by ASA from reports provided by or to the U.S. Department of Education and has not been verified by ASA. No representation is made by ASA as to the accuracy or completeness of the information.

           Recovery Rate.  A guarantee agency’s recovery rate, which provides a measure of the effectiveness of the collection efforts against defaulting borrowers after the guarantee claim has been satisfied, is determined by dividing the aggregate amount recovered from borrowers by the aggregate amount of default claims paid by the guarantee agency. The table below sets forth the recovery rates for ASA as taken from the U.S. Department of Education Guarantee Agency Activity Report form 1130 or form 2000: 

              Federal Fiscal Year                       Cumulative
             (Ending September 30)                    Recovery Rate
           -------------------------               -------------------
                     2001                                 69.8%
                     2002                                 74.4%
                     2003                                 79.4%
                     2004                                 83.5%
                     2005                                 83.0%

           Claims Rate.  ASA’s claims rate represents the percentage of loans in repayment at the beginning of a federal fiscal year which default during the ensuing federal fiscal year net of repurchases, refunds and rehabilitations. For the federal years 2001 — 2005, ASA’s claims rate listed below have not exceeded 5%, and as a result, all claims of ASA have been fully reimbursed at the maximum allowable level by the U.S. Department of Education. Nevertheless, there can be no assurance the guarantee agencies will continue to receive full reimbursement for such claims. The following table sets forth the claims rate of ASA for the last five federal fiscal years: 

              Federal Fiscal Year
             (Ending September 30)                      Claims Rate
           ---------------------------                ----------------
                       2001                                  1.3%
                       2002                                  1.2%
                       2003                                  0.9%
                       2004                                  0.7%
                       2005                                  1.0%

           Net Loan Default Claims.   The following table sets forth the dollar value of Default Claims paid net of repurchases, refunds and rehabilitations for the last five years: 

                  ASA Fiscal Year                       Default Claims
                 (Ending June 30)                    (Dollars in Millions)
               ------------------------           ---------------------------
                       2001                                $  64
                       2002                                   72
                       2003                                   80
                       2004                                   83
                       2005                                  168

           Default Recoveries.  The following table sets forth the amount of recoveries returned to the U.S. Department of Education for the last five years: 

                  ASA Fiscal Year                    Default Recoveries
                 (Ending June 30)                   (Dollars in Millions)
               ------------------------           ---------------------------
                       2001                               $   82
                       2002                                   86
                       2003                                   79
                       2004                                   82
                       2005                                   78

California Student Aid Commission

           The California Student Aid Commission (“CSAC”) is the agency of the State of California responsible for that State’s participation in the FFEL Program pursuant to California Education Code Section 69760 et seq., and Section 428(c) of the Higher Education Act, referred to as the State Guaranteed Loan Program. CSAC’s role as a guarantee agency was created primarily to provide a source of credit to assist students in meeting post-secondary education costs while attending eligible institutions of their choice.

           In September 1996, CSAC was authorized under California law to establish an auxiliary organization in the form of a nonprofit public benefit corporation to provide operational and administrative services related to CSAC’s federal loan programs, including its student loan guaranty programs. The corporation is known as EDFUND. EDFUND is operated as a separate service corporation to CSAC, and, as such, operates CSAC’s federal student loan programs. CSAC continues to be the designated state guarantee agency and continues its oversight of all revenues, expenses, and assets related to its status.

           CSAC began guaranteeing student loans on April 1, 1979, and as of September 30, 2006, had cumulative principal guarantees outstanding of approximately $27 billion.

           As part of the FFEL Program, CSAC established the California Guaranteed Loan Reserve Fund as a reserve for the payment of guaranteed student loans. The State of California has no legal or moral obligation to provide additional funding to replenish the California Guaranteed Loan Reserve Fund should it become insolvent as a result of non-reinsured claims paid. Pursuant to the 1998 Reauthorization Amendments, the California Guaranteed Loan Reserve Fund was divided into the Federal Student Loan Reserve Fund, referred to as CSAC’s Federal Fund, and the Student Loan Operating Fund referred to as CSAC’s Operating Fund.

           As of September 30, 2006, CSAC’s Federal Fund and Operating Fund balances were as follows: CSAC’s Federal Fund had total assets of $103,639,674, total liabilities of $34,756,600 and total fund equity of $68,883,074; and CSAC’s Operating Fund had total assets of $110,002,406, total liabilities of $94,460,918 and total fund equity of $15,541,488. CSAC is and has been in compliance with the reserve fund requirements of the Higher Education Act. CSAC makes no representations regarding any materials not contained within this disclosure or calculations not required by state or federal law.

           The 1998 Reauthorization Amendments require guaranty agencies to return to the U.S. Department of Education $250 million in reserve funds from fiscal years 2002 to 2007, with each agency’s share being based on a formula prescribed in the 1998 Reauthorization Amendments. The U.S. Department of Education advised CSAC that its share of this recall is $24,871,909. The first installment payment of $8,456,449 was paid on August 26, 2002. The second installment of $8,207,730 was paid on August 31, 2006 and another installment is due in 2007. These payments are disclosed on the financial statements, and have been recognized as liabilities.

          Guaranty Volume.   CSAC guaranteed the following amounts for the last five (5) fiscal years ending September 30, as follows: 

                                                         FFELP Loan Volume
                Fiscal Year                            (Dollars in Millions)
              ---------------                        -------------------------
                   2002                                        $3,523
                   2003                                         4,421
                   2004                                         5,712
                   2005                                         6,577
                   2006                                         6,878

           Reserve Ratio.  Calculated pursuant to 34 C.F.R. 682.419, et seq., CSAC’s reserve ratio (determined by dividing its fund balance by the total amount of loans outstanding) for the last five (5) fiscal years ending September 30, is as follows: 

                  Fiscal Year                               Reserve Ratio
               ----------------                            ---------------
                     2002                                        0.44%
                     2003                                        0.25%
                     2004                                        0.25%
                     2005                                        0.25%
                     2006                                        0.25%

           Recovery Rate. Calculated pursuant to 34 C.F.R. 682.409, et seq., CSAC's recovery rate for each of the past five (5) fiscal years ending September 30, is as follows:

                  Fiscal Year                               Recovery Rate
               ----------------                            ---------------
                     2002                                       23.06%
                     2003                                       27.23%
                     2004                                       27.03%
                     2005                                       31.12%
                     2006                                       21.73%

           Claims Rate. Calculated pursuant to 34 C.F.R. 682.404, et seq., CSAC's claims rate for each of the past five (5) fiscal years ending September 30, is as follows:

                  Fiscal Year                                Claims Rate
                ---------------                            ---------------
                     2002                                       2.52%
                     2003                                       2.07%
                     2004                                       2.14%
                     2005                                       2.81%
                     2006                                       3.01%

           Uninsured Loan Loss Rate.  CSAC’s uninsured loan loss rate (determined by dividing annual uninsured loans by annual net guarantees) for each of the past five (5) fiscal years is as follows: 

                  Fiscal Year                                 Loss Rate
                ---------------                            ---------------
                     2002                                       0.000%
                     2003                                       0.008%
                     2004                                       0.017%
                     2005                                       0.000%
                     2006                                       0.002%

Item 1117. Legal Proceedings

The registrant knows of no material pending legal proceedings.

Item 1119. Affiliates and Certain Relationships and Related Transactions.

  Information related to affiliates of the registrant and certain relationships and related transaction is provided in the section titled “College Loan Corporation Trust I” in the prospectus supplement dated April 20, 2006 and the sections titled “The Depositor” and “The Sponsor and the Issuer Administrator” in the prospectus dated March 28, 2006, each of which was filed with the Securities and Exchange Commission on April 24, 2006 pursuant to Rule 424(b), file 333-102791-01, and incorporated herein by reference.

Item 1122. Compliance with Applicable Servicing Criteria

  Except as described in the next sentence, there have been no material instances of noncompliance with the servicing criteria for the period of this Report. There was one instance of material noncompliance with servicing criterion 1122(d)(1)(iv) related to ACS Education Services having fidelity bond and errors and omissions policy coverage amounts and deductible levels below the amounts required by the applicable servicing agreement during the year ended December 31, 2006. ACS Education Services has taken corrective action to increase the amount of coverage and adjust the deductible levels to meet the requirements of the servicing agreement.

Item 1123. Servicer Compliance Statement

  A Servicer Compliance Statement for both of ACS Education Services, Inc., referencing the noncompliance issue above, and College Loan Corporation is included as an exhibit to this Report.

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:

College Loan Corporation Trust I
By: College Loan LLC, Depositor


By:     /s/ Elizabeth Wood
          Elizabeth Wood, CPA
          Chief Financial Officer
          College Loan LLC
          Senior Officer in Charge of
          Securitization

INDEX TO EXHIBITS

EXHIBIT DESCRIPTION

31.1 Rule 13a-14(a)/15d-14a Certification. (Section 302 Certification)

33.1 Report on Assessment of Compliance with Servicing Criteria concerning servicing activities of ACS Education Services, Inc. for the year ended December 31, 2006.

33.2 Report on assessment of Compliance with Servicing Criteria concerning servicing activities of Great Lakes Educational Loan Services, Inc. for the year ended December 31, 2006.

33.3 Report on assessment of Compliance with Servicing Criteria concerning servicing activities of Deutsche Bank Trust Company Americas for the year ended December 31, 2006.

33.4 Report on assessment of Compliance with Servicing Criteria concerning servicing activities of College Loan Corporation for the year ended December 31, 2006.

34.1 Independent Accountants' Attestation Report concerning servicing activities of ACS Education Services, Inc. for the year ended December 31, 2006.

34.2 Independent Accountants’ Attestation Report concerning servicing activities of Great Lakes Educational Services, Inc. for the year ended December 31, 2006.

34.3 Independent Accountants’ Attestation Report concerning servicing activities of Deutsche Bank Trust Company Americas for the year ended December 31, 2006.

34.4 Independent Accountants’ Attestation Report concerning servicing activities of College Loan Corporation for the year ended December 31, 2006.

35.1 Statement of Compliance of ACS Education Services, Inc. under the Federal FFEL Origination/Servicing Agreement for the year ended December 31, 2006.

35.2 Statement of Compliance for College Loan Corporation under the Administration Agreement for the year ended December 31, 2006.

EX-31 2 college-ex311_040207.htm EXHIBIT 31.1 Exhibit 31.1

Exhibit 31.1 

CERTIFICATION

           I, Elizabeth Wood, certify that:  

l.  I have reviewed this annual 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 College Loan Corporation Trust I (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 agreement in all material respects with the exception of ACS Education Services noncompliance with servicing criterion 1122(d)(1)(iv) which is detailed in their Statement of Compliance.  

5.  All 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: ACS Educational Services, Inc., Great Lakes Educational Loan Services and Deutsche Bank Trust Company Americas.

Date:  3/29/07

/s/ Elizabeth Wood                                  
Elizabeth Wood
Chief Financial Officer
College Loan LLC
Senior Officer in Charge of Securitization

EX-33 3 college-ex331_040207.htm EXHIBIT 33.1 Exhibit 33.1

EXHIBIT 33.1

ACS EDUCATION SERVICES, INC
MANAGEMENT’S ASSESSMENT OF COMPLIANCE
WITH REGULATION AB SERVICING CRITERIA

ACS Education Services Management Assessment

Management of Affiliated Computer Services, Inc. (ACS) Education Services is responsible for assessing compliance with the applicable servicing criteria set forth in Item 1122(d) of Regulation AB of the Securities and Exchange Commission relating to the servicing of student loan backed security transactions (the Platform), except for servicing criteria noted in Appendix A as “N/A”, which ACS Education Services has determined are not applicable to the activities it performs with respect to the Platform as of and for the year ended December 31, 2006. Appendix B identifies the individual asset-backed transactions and securities defined by management as constituting the Platform.

With respect to servicing criteria 1122(d)(2)(i) and 1122(d)(4)(iv), management has engaged a vendor to perform the activities required by the servicing criteria. ACS Education Services’ management has determined that the vendor is not considered a “servicer” as defined in Item 1101(j) of Regulation AB, and ACS Education Services’ management has elected to take responsibility for assessing compliance with the servicing criteria applicable to the 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, ACS Education Services’ management 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 vendors. ACS Education Services’ management is solely responsible for determining that it meets the SEC requirements to apply Interpretation 17.06 for the vendors and related criteria.

ACS Education Services’ management has assessed the effectiveness of the ACS Education Services’ compliance with the applicable servicing criteria as of and for the year ended December 31, 2006. In making this assessment, management used the criteria set forth by the Securities and Exchange Commission in paragraph (d) of Item 1122 of Regulation AB.

Based on such assessment, management believes that, as of and for the year ended December 31, 2006, ACS Education Services has complied in all material respects with the servicing criteria set forth in Item 1122(d) of Regulation AB of the Securities and Exchange Commission relating to the servicing of the Platform, except for the material noncompliance with servicing criterion 1122(d)(1)(iv) related to ACS Education Service having fidelity bond and errors omissions policy coverage amounts and deductible levels below the amounts required by the CLC Servicing Agreement during the year ended December 31, 2006. ACS Education Services has taken corrective action to increase the amount of coverage and adjust the deductible levels to meet the CLC Servicing Agreement requirements.

KPMG LLP, a registered public accounting firm, has issued an attestation report with respect to management’s assessment of compliance with the applicable servicing criteria as of and for the year ended December 31, 2006.

/s/ Meta Gonzalez
Meta Gonzalez, Sr. Vice President


          March 28, 2007           
             Date

Education Services
2277 East 220th Street • Long Beach, CA 90810
310.513.2700

Appendix A

SERVICING CRITERIA ADDRESSED IN ACS EDUCATION SERVICES' MANAGEMENT ASSESSMENT

Definitions:

X — Servicing criteria subject to assessment
N/A — Nonapplicable 


  Reg AB Reference  Servicing Criteria                                                            Applicability
- -------------------------------------------------------------------------------------------------------------------
                    General Servicing  Considerations
- --------------------------------------------------------------------------------------------------------------------
  1122(d)(1)(i)     Policies and procedures are instituted to monitor any performance or                X
                    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                        X
                    parties, 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 Pool Assets are maintained.
- --------------------------------------------------------------------------------------------------------------------
  1122(d)(1)(iv)    A fidelity bond and errors and omissions policy is in effect on the                 X
                    party 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 pool assets 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               X
                    investor are made only by authorized personnel.
- --------------------------------------------------------------------------------------------------------------------
   1122(d)(2)(iii)  Advances of funds or guarantees regarding collections, cash flows or               N/A
                    distributions, 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            N/A
                    or accounts established as a form of over collateralization, 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              X
                    institution 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                X
                    securities 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,             N/A
                    are maintained 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 Pool Assets serviced by the Servicer.
 -------------------------------------------------------------------------------------------------------------------
   1122(d)(3)(ii)   Amounts due to investors are allocated and remitted in accordance with             N/A
                    timeframes, 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           N/A
                    the Servicer's 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                  N/A
                    cancelled checks, or other form of payment, or custodial bank
                    statements.
 -------------------------------------------------------------------------------------------------------------------
                    Pool Asset Administration
 -------------------------------------------------------------------------------------------------------------------
   1122(d)(4)(i)    Collateral or security on pool assets is maintained as required by                  X
                    the transaction agreements or related pool asset documents.
 -------------------------------------------------------------------------------------------------------------------
   1122(d)(4)(ii)   Pool assets and related documents are safeguarded as required by the                X
                    transaction agreements.
 -------------------------------------------------------------------------------------------------------------------
   1122(d)(4)(iii)  Any additions, removals or substitutions to the asset pool are made,               N/A
                    reviewed and approved in accordance with any conditions or
                    requirements in the transaction agreements.
 -------------------------------------------------------------------------------------------------------------------
   1122(d)(4)(iv)   Payments on pool assets, including any payoffs, made in accordance with             X
                    the related pool asset 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 pool asset documents.
 -------------------------------------------------------------------------------------------------------------------
   1122(d)(4)(v)    The Servicer's records regarding the pool assets agree with the                     X
                    Servicer's records with respect to an obligor's unpaid principal
                    balance.
 -------------------------------------------------------------------------------------------------------------------
   1122(d)(4)(vi)   Changes with respect to the terms or status of an obligor's pool assets             X
                    (e.g., loan modifications or reagings) 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,                       X
                    modifications and deeds in 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            X
                     a pool asset is 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 pool assets 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 pool assets with              X
                     variable rates are computed based on the related pool asset documents.
- --------------------------------------------------------------------------------------------------------------------
  1122(d)(4)(x)      Regarding any funds held in trust for an obligor (such as escrow                  N/A
                     accounts): (A) such funds are analyzed, in accordance with the
                     obligor's pool asset 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 pool asset documents and state laws; and (C) such funds are
                     returned to the obligor within 30 calendar days of full repayment of
                     the related pool assets, 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                   N/A
                     payments) are made on or 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             N/A
                     on behalf of an 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                  N/A
                     business days to the obligor's records maintained by the servicer, or
                     such other number of days specified in the transaction agreements.
- --------------------------------------------------------------------------------------------------------------------
  1l22(d)(4)(xiv)    Delinquencies, charge-offs and uncollectible accounts are recognized               X
                     and recorded in accordance with the transaction agreements.
- --------------------------------------------------------------------------------------------------------------------
  1122(d)(4)(xv)     Any external enhancement or other support, identified in Item 1114(a)(1)          N/A
                     through (3) or Item 1115 of Regulation AB, is maintained as set forth
                     in the transaction agreements.
- --------------------------------------------------------------------------------------------------------------------

Appendix B

INDIVIDUAL ASSET-BACKED TRANSACTIONS AND SECURITIES DEFINED AS THE PLATFORM ADDRESSED IN ACS EDUCATION SERVICES’
MANAGEMENT ASSESSMENT 

    Lender Name                        Deal Date               Deal Number
- -----------------------------------------------------------------------------
    Wachovia                           06/29/2006               I9233

                                       07/29/2006               I9368

                                       08/21/2006               I9457

                                       09/19/2006               I9570

                                       10/18/2006               I9663

                                       12/20/2006               I9872

    College Loan Corporation           04/24/2006               I8847

    GCO Education Loan Corp.           01/17/2006               I8666

                                       02/07/2006               I8749

                                       03/24/2006               I8926

                                       04/11/2006               I8965

                                       06/14/2006               I9184

                                       07/18/2006               I9338

                                       09/26/2006               I9517

                                       12/11/2006               I9822

                                       12/21/2006               I9869
EX-33 4 college-ex332_040207.htm EXHIBIT 33.2 Ex-33.2

EXHIBIT 33.2

GREAT LAKES EDUCATIONAL LOAN SERVICES, INC.
MANAGEMENT'S ASSESSMENT OF COMPLIANCE
WITH REGULATION AB SERVICING CRITERIA

Great Lakes Educational Loan Services, Inc. ("Great Lakes") asserts as of December 31, 2006 and for the period from January 1, 2006 to December 31, 2006 (the "Reporting Period") and as required by item 1122(d) of Regulation AB of the Securities and Exchange Commission ("Regulation AB"), that:

1. Great Lakes is responsible for assessing compliance as of and for the Reporting Period with the servicing criteria set forth in Item 1122 (d) of Regulation AB, excluding the criteria which we have concluded are not applicable to the servicing activities we perform as indicated on the attached schedule, (the "Applicable Servicing Criteria") with respect to student loans serviced on the Great Lakes' servicing system (the "Regulation AB Platform"):

2. Great Lakes has assessed its compliance with the Applicable Servicing Criteria for the Reporting Period and has concluded that Great Lakes has complied, in all material respects, with the Applicable Servicing Criteria with respect to Regulation AB for the Regulation AB Platform;

3. Ernst & Young LLP, an independent registered public accounting firm, has issued an attestation report on the assessment of compliance with the Applicable Servicing Criteria for the Reporting Period as set forth in this assertion.

Great Lakes Educational Loan Services, Inc.




February 16, 2007 /s/ Michael J. Noack                                               
Name: Michael J. Noack
Title: Chief Servicing Officer

GREAT LAKES EDUCATIONAL LOAN SERVICES, INC.

Applicable Servicing Criteria Schedule 


- --------------------------------------------------------------------------------------------------------------------
Reference       Criteria                                                                                  Applicable
- --------------------------------------------------------------------------------------------------------------------
                General Servicing Considerations
- --------------------------------------------------------------------------------------------------------------------
1122(d)(1)(i)   Policies and procedures are instituted to monitor any performance or other                     Yes
                triggers and events of default in accordance with the Transaction Documents.
- --------------------------------------------------------------------------------------------------------------------
1122(d)(1)(ii)  If any material servicing activities are outsourced to third parties, policies and             Yes
                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 Documents to maintain a back-up servicer for the           No
                trust student loans are maintained.
- --------------------------------------------------------------------------------------------------------------------
1122(d)(1)(iv)  A fidelity bond and errors and omissions policy is in effect on the party                      No
                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 trust student loans are deposited into the appropriate custodial bank              Yes
                accounts and related bank clearing accounts no more than two business days following
                receipt, or such other number of days specified in the Transaction Documents.
- --------------------------------------------------------------------------------------------------------------------
1122(d)(2)(ii)  Disbursements made via wire transfer on behalf of an obligor or to an investor are             No
                made only by authorized personnel.
- --------------------------------------------------------------------------------------------------------------------
1122(d)(2)(iii) Advances of funds or guarantees regarding collections, cash flows or distributions,            No
                and any interest or other fees charged for such advances, are made, reviewed and
                approved as specified in the Transaction Documents.
- --------------------------------------------------------------------------------------------------------------------
1122(d)(2)(iv)  The related accounts for the transaction, such as cash reserve accounts or accounts            No
                established as a form of overcollateralization, are separately maintained (e.g., with
                respect to commingling of cash) as set forth in the Transaction Documents.
- --------------------------------------------------------------------------------------------------------------------
1122(d)(2)(v)   Each custodial account is maintained at a federally insured depository institution as          Yes
                set forth in the Transaction Documents. 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.                          Yes
- --------------------------------------------------------------------------------------------------------------------

GREAT LAKES EDUCATIONAL LOAN SERVICES, INC.

Applicable Servicing Criteria Schedule 


- ------------------------------------------------------------------------------------------------------------------
1122(d)(2)(vii) Reconciliations are prepared on a monthly basis for all asset-backed securities related       Yes
                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 Documents; (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 Documents.
- ------------------------------------------------------------------------------------------------------------------
                Investor Remittances and Reporting
- ------------------------------------------------------------------------------------------------------------------
1122(d)(3)(i)   Reports to investors, including those to be filed with the Commission, are maintained          No
                in accordance with the Transaction Documents and applicable Commission requirements.
                Specifically, such reports (A) are prepared in accordance with timeframes and other
                terms set forth in the Transaction Documents; (B) provide information calculated in
                accordance with the terms specified in the Transaction Documents; (C) are filed with the
                Commission as required by its rules and regulations; and (13) agree with investors' or
                the trustee's records as to the total unpaid principal balance and number of student
                loans serviced by the Servicer.
- ------------------------------------------------------------------------------------------------------------------
1122(d)(3)(ii)  Amounts due to investors are allocated and remitted in accordance with                         No
                timeframes, distribution priority and other terms set forth in the Transaction
                Documents.
- ------------------------------------------------------------------------------------------------------------------
1122(d)(3)(iii) Disbursements made to an investor are posted within two business days to the                   No
                Servicer's investor records, or such other number of days specified in the
                Transaction Documents.
- ------------------------------------------------------------------------------------------------------------------
1122(d)(3)(iv)  Amounts remitted to investors per the investor reports agree with canceled checks or           No
                other form of payment, or custodial bank statements.
- ------------------------------------------------------------------------------------------------------------------
                Pool Asset Administration
- ------------------------------------------------------------------------------------------------------------------
1122(d)(4)(i)   Collateral or security on student loans is maintained as required by the                       No
                Transaction Documents or related student loan documents.
- ------------------------------------------------------------------------------------------------------------------
1122(d)(4)(ii)  Student loan and related documents are safeguarded as required by the                         Yes
                Transaction Documents.
- ------------------------------------------------------------------------------------------------------------------
1122(d)(4)(iii) Any additions, removals or substitutions to the asset pool are made, reviewed and              No
                approved in accordance with any conditions or requirements in the Transaction
                Documents.
- ------------------------------------------------------------------------------------------------------------------
1122(d)(4)(iv)  Payments on student loans, including any payoffs, made in accordance with the related         Yes
                student 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 Documents, and allocated to principal, interest or other items (e.g.,
                escrow) in accordance with the related student loan documents.
- ------------------------------------------------------------------------------------------------------------------
1122(d)(4)(v)   The Servicer's records regarding the student loans agree with the Servicer's                  Yes
                records with respect to an obligor's unpaid principal balance.
- ------------------------------------------------------------------------------------------------------------------

GREAT LAKES EDUCATIONAL LOAN SERVICES, INC.

Applicable Servicing Criteria Schedule 



- -------------------------------------------------------------------------------------------------------------------
1122(d)(4)(vi)   Changes with respect to the terms or status of an obligor's student loans (e.g.,              Yes
                 loan modifications or re-agings) are made, reviewed and approved by authorized
                 personnel in accordance with the Transaction Documents and related pool asset
                 documents.
- --------------------------------------------------------------------------------------------------------------------
1122(d)(4)(vii)  Loss mitigation or recovery actions (e.g., forbearance plans, modifications and deeds         Yes
                 in 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 Documents.
- --------------------------------------------------------------------------------------------------------------------
1122(d)(4)(viii) Records documenting collection efforts are maintained during the period a student loan        Yes
                 is delinquent in accordance with the Transaction Documents. Such records are maintained
                 on at least a monthly basis, or such other period specified in the Transaction
                 Documents, and describe the entity's activities in monitoring delinquent student 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 student loans with variable              Yes
                 rates are computed based on the related student loan documents.
- --------------------------------------------------------------------------------------------------------------------
1122(d)(4)(x)    Regarding any funds held in trust for an obligor (such as escrow accounts): (A) such           No
                 funds are analyzed, in accordance with the obligor's student loan documents, on at
                 least an annual basis, or such other period specified in the Transaction Documents; (B)
                 interest on such funds is paid, or credited, to obligors in accordance with applicable
                 student loan documents and state laws; and (C) such funds are returned to the obligor
                 within 30 calendar days of full repayment of the related student loans, or such other
                 number of days specified in the Transaction Documents.
- -------------------------------------------------------------------------------------------------------------------
1122(d)(4)(xi)   Payments made on behalf of an obligor (such as tax or insurance  payments) are made on         No
                 or 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 Documents.
- -------------------------------------------------------------------------------------------------------------------
1122(d)(4)(xii)  Any late payment penalties in connection with any payment to be made on behalf of              No
                 an 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          No
                 obligor's records maintained by the servicer, or such other number of days specified
                 in the Transaction Documents.

- -------------------------------------------------------------------------------------------------------------------
1122(d)(4)(xiv)  Delinquencies, charge-offs and uncollectible accounts are recognized and                      Yes
                 recorded in accordance with the Transaction Documents.
- -------------------------------------------------------------------------------------------------------------------
1122(d)(4)(xv)   Any external enhancement or other support, identified in Item 1114(a)(1) through              Yes
                 (3) or Item 1115 of Regulation AB, is maintained as set forth in the Transaction
                 Documents.
- -------------------------------------------------------------------------------------------------------------------

APPENDIX B

College Loan Corporation Trust I

EX-33 5 college-ex333_040207.htm EXHIBIT 33.3 Exhibit 33.3

EXHIBIT 33.3

DEUTSCHE BANK TRUST COMPANY AMERICAS
MANAGEMENT'S ASSESSMENT OF COMPLIANCE
WITH REGULATION AB SERVICING CRITERIA

MANAGEMENT'S ASSESSMENT OF COMPLIANCE WITH REGULATION AB SERVICING CRITERIA

Deutsche Bank Trust Company Americas (the “Service Provilder”) asserts as of December 31, 2006 and for the period from January 1, 2006 to December 31, 2006 (the “Reporting Period”) and as required by Item 1122(d) of Regulation AB of the Securities and Exchange Commission (“Regulation AB”), that:

1. The Service Provider, as trustee and verification agent, is responsible for assessing compliance as of and for the Reporting Period with the servicing criteria set forth in Item 1122(a) of Regulation AB, excluding the criteria which we have concluded are not applicable to the servicing activities we perform as indicated on Appendix A, attached hereto, (the “Regulation AB Compliance Matrix”) with respect ot he funding trust transactions backed by student loan receivables listed on Appendix B (the “Regulation AB Platform”);

2. The Service Provider has assessed its compliance with the Applicable Servicing Criteria for the Reporting Period and has concluded that the Service Provider has complied, in all material respects, with the Applicable Servicing Criteria with respect to Regulation AB for the Regulation AB Platform;

3. KPMG International, an independent registered public accounting firm, has issued an attestation report on the assessment of compliance with the Regulation AB Compliance Matrix as of and for the Reporting Period as set forth in this assertion.

The Service Provider's assertion is limited to activities processed on the Regulation AB Platform during the Reporting Period. It does not include an assessment of the impact of activities processed prior to the Reporting Period that might have affected the amounts reported by the Service Provider during the Reporting Period.

           IN WITNESS WHEREOF, the undersigned has executed this report of the Service Provider as of March 21, 2006.

DEUTSCHE BANK TRUST COMPANY AMERICAS

By: /s/ Jenna Kaufman
Name: JENNA KAUFMAN
Title: DIRECTOR

By: /s/ Louis Bodi
Name: LOUIS BODI
Title: VICE PRESIDENT



APPENDIX A



Compliance Consideration Items                                                       Required Compliance
- -----------------------------------------------------------------------------------------------------------------
                                                                                      Reviewed               NA
- -----------------------------------------------------------------------------------------------------------------
                                                                                  As              As
                                                                                Trustee      Verification
                                                                                                Agent
- -----------------------------------------------------------------------------------------------------------------
     Item #         General Servicing Considerations
- -----------------------------------------------------------------------------------------------------------------
  1122(d)(1)(i)     Policies and procedures are instituted to monitor any                                     X
                    performance or 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                              X
                    parties, 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 requirements to maintain                              X
                    a back-up servicer for the pool assets are maintained.
- -----------------------------------------------------------------------------------------------------------------
  1122(d)(1)(iv)    A fidelity bond and errors and omissions policy is in effect   X               X
                    on the party 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 & Administration
- -----------------------------------------------------------------------------------------------------------------
  1122(d)(2)(i)     Payments on pool assets are deposited into the appropriate                                X
                    custodial bank accounts and related bank clearing accounts
                    no more than 2 business days of 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   X
                    or to an investor are made only by authorized personnel.
- -----------------------------------------------------------------------------------------------------------------
  1122(d)(2)(iii)   Advances of funds or guarantees regarding collections, cash                               X
                    flows or distributions, 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         X
                    reserve accounts established as a form of over
                    collateralization, 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 as a federally insured                               X
                    depository institution 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 240.13k-1(b)(1) of this
                    chapter.
- -----------------------------------------------------------------------------------------------------------------
  1122(d)(2)(vi)    Unissued checks are safeguarded so as to prevent                                          X
                    unauthorized access.
- -----------------------------------------------------------------------------------------------------------------
  1122(d)(2)(vii)   Reconciliations are prepared on a monthly basis for all asset                             X
                    backed accounts, including custodial accounts and related
                    bank clearing accounts. These reconciliations: (A) Are
                    mathematically accurate; (B) Are prepared within 30 calendar
                    days after the bank statement cutoff date, or such other
                    number of days specified in the transaction agreements; (C)
                    Are reviewed and approved by someone other than the person
                    who prepared the reconciliations; 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 & Reporting
- -----------------------------------------------------------------------------------------------------------------
 1122(d)(3)(i)      Reports to investors, including those to be filed with the                                X
                    Commission, are maintained 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 pool assets serviced by the servicer.
- -----------------------------------------------------------------------------------------------------------------
 1122(d)(3)(ii)     Amounts due to investors are allocated and remitted in         X
                    accordance with timeframes, distribution priority and other
                    terms set forth in the transaction agreements.
- -----------------------------------------------------------------------------------------------------------------
 1122(d)(3)(iii)    Disbursements made to an investor are posted within two        X
                    business days to the servicer's 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                              X
                    with cancelled checks, or other form of payment, or
                    custodial bank statements.
- -----------------------------------------------------------------------------------------------------------------
                    Pool Asset Administration
- -----------------------------------------------------------------------------------------------------------------
 1122(d)(4)(i)      Collateral or security on pool assets is maintained as                                    X
                    required by the transaction agreements or related pool asset
                    documents.
- -----------------------------------------------------------------------------------------------------------------
 1122(d)(4)(ii)     Pool assets and related documents are safeguarded as                                      X
                    required by the transaction agreements.
- -----------------------------------------------------------------------------------------------------------------
 1122(d)(4)(iii)    Any additions, removals or substitutions to the asset pool                                X
                    are made, reviewed and approved in accordance with any
                    conditions or requirements in the transaction agreements.
- -----------------------------------------------------------------------------------------------------------------
 1122(d)(4)(iv)     Payments on pool assets, including any payoffs, made in                                   X
                    accordance with the related pool asset documents are posted
                    to the applicable 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 pool asset documents.
- -----------------------------------------------------------------------------------------------------------------
 1122(d)(4)(v)      The servicer's records regarding the pool assets agree with                               X
                    the servicer's records with respect to an obligor's unpaid
                    principal balance.
- -----------------------------------------------------------------------------------------------------------------
 1122(d)(4)(vi)     Changes with respect to the terms or status of an obligor's                               X
                    pool assets (e.g., loan modifications or reagings) 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                                    X
                    plans, modifications and deeds in 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                              X
                    the period a pool asset is 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 pool assets including, for example,
                    phone call, 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 pool                                 X
                    assets with variable rates are computed based on the related
                    pool asset documents.
- -----------------------------------------------------------------------------------------------------------------
 1122(d)(4)(x)      Regarding any funds held in trust for an obligor (such as                                 X
                    escrow accounts): (A) Such funds are analyzed, in accordance
                    with the obligor's pool asset 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 pool
                    asset documents and state laws; and (C) Such funds are
                    returned to the obligor within 30 calendar days of full
                    repayment of the related pool assets, 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                                     X
                    insurance payments) are made on or 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                              X
                    be made on behalf of an obligor are paid from the
                    servicer's fund 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                              X
                    two business days to the 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                                 X
                    recognized and recorded in accordance with the transaction
                    agreements.
- -----------------------------------------------------------------------------------------------------------------
 1122(d)(4)(xv)     Any external enhancement or other support, identified in                                  X
                    Item 1114(a)(1) through (3) or Item 1115 of Regulation AB,
                    is maintained as set forth in the transaction agreements.
- -----------------------------------------------------------------------------------------------------------------


APPENDIX B

College Loan Corporation Trust I

 EX-33 6 college-ex334_040207.htm EXHIBIT 33.4

EXHIBIT 33.4

MANAGEMENT'S ASSESSMENT OF COMPLIANCE
WITH REGULATION AB SERVICING CRITERIA

College Loan Corporation (the "Administrator") asserts as of December 31, 2006 and for the period from January 1, 2006 to December 31, 2006 (the "Reporting Period") and as required by Item 1122(a) of Regulation AB of the Securities and Exchange Commission ("Regulation AB"), that:

1. The Servicer is responsible for assessing compliance as of and for the Reporting Period with the servicing criteria set forth in Item 1122 (d) of Regulation AB, excluding the criteria which we have concluded are not applicable to the servicing activities we perform as indicated on Appendix A, attached hereto, (the "Regulation AB Compliance Matrix") with respect to the asset backed securitization transactions backed by student loan receivables listed on Appendix B (the "Regulation AB Platform")

2. The Servicer has assessed its compliance with the Applicable Servicing Criteria for the Reporting Period and has concluded that the Servicer has complied, in all material respects, with the Applicable Servicing Criteria with respect to Regulation AB for the Regulation AB Platform;

3. As it relates to Item 1122(d)(3)(ii), the Servicer is responsible only for computing amounts that will be allocated to investors. The Servicer is not responsible for remitting the allocated amounts to investors, which is the responsibility of the trustee;

4. Grant Thornton LLP, an independent registered public accounting firm, has issued an attestation report on the assessment of compliance with the Regulation AB Compliance Matrix as of and for the Reporting Period as set forth in this assertion.

The Servicer's assertion is limited to activities processed on the Regulation AB Platform during the Reporting Period. It does not include an assessment of the impact of activities processed prior to the Reporting Period that might have affected the amounts reported by the Servicer during the Reporting Period.

          IN WITNESS WHEREOF, the undersigned has executed this Report of the Servicer as of March 30, 2006.

COLLEGE LOAN CORPORATION


By:        /s/ Elizabeth Wood                                                      
Name:   Elizabeth Wood, CPA
Title:     Chief Financial Officer

APPENDIX A



Compliance Consideration Items                                                    Required Compliance
- -----------------------------------------------------------------------------------------------------------------
                                                                                         Applicable     NA
- ------------------------------------------------------------------------------------------------------------------
     Item #           General Servicing Considerations
- ------------------------------------------------------------------------------------------------------------------
1122(d)(1)(i)         Policies and procedures are instituted to monitor any                  X
                      performance or 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                      X
                      parties, 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 requirements to maintain a                    X
                      back-up servicer for the pool assets are maintained.
- ------------------------------------------------------------------------------------------------------------------
1122(d)(1)(iv)        A fidelity bond and errors and omissions policy is in effect                      X
                      on the party 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 & Administration
- ------------------------------------------------------------------------------------------------------------------
1122(d)(2)(i)         Payments on pool assets are deposited into the appropriate                        X
                      custodial bank accounts and related bank clearing accounts no
                      more than 2 business days of 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                      X
                      or to an investor are made only by authorized personnel.
- ------------------------------------------------------------------------------------------------------------------
1122(d)(2)(iii)       Advances of funds or guarantees regarding collections, cash                       X
                      flows or distributions, 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                    X
                      accounts established as a form of over collateralization, 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 as a federally insured                       X
                      depository institution 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 240.13k-1(b)(1) of this chapter.
- ------------------------------------------------------------------------------------------------------------------
1122(d)(2)(vi)        Unissued checks are safeguarded so as to prevent unauthorized                     X
                      access.
- -------------------------------------------------------------------------------------------------------------------
1122(d)(2)(vii)       Reconciliations are prepared on a monthly basis for all asset          X
                      backed accounts, including custodial accounts and related bank
                      clearing accounts.  These reconciliations: (A) Are
                      mathematically accurate; (B) Are prepared within 30 calendar
                      days after the bank statement cutoff date, or such other
                      number of days specified in the transaction agreements; (C)
                      Are reviewed and approved by someone other than the person who
                      prepared the reconciliations; 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 & Reporting
- -------------------------------------------------------------------------------------------------------------------
1122(d)(3)(i)         Reports to investors, including those to be filed with the             X
                      Commission, are maintained 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 pool assets serviced by the servicer.
- -------------------------------------------------------------------------------------------------------------------
1122(d)(3)(ii)        Amounts due to investors are allocated and remitted in accordance       X
                      with timeframes, 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                    X
                      days to the  servicer's 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        X
                      cancelled  checks, or other form of payment, or custodial bank
                      statements.
- -------------------------------------------------------------------------------------------------------------------
                      Pool Asset Administration
- -------------------------------------------------------------------------------------------------------------------
1122(d)(4)(i)         Collateral or security on pool assets is maintained as required by the               X
                      transaction agreements or related pool asset documents.
- -------------------------------------------------------------------------------------------------------------------
1122(d)(4)(ii)        Pool assets and related documents are safeguarded as required by the                 X
                      transaction agreements.
- -------------------------------------------------------------------------------------------------------------------
1122(d)(4)(iii)       Any additions, removals or substitutions to the asset pool are made,      X
                      reviewed and approved in accordance with any conditions or
                      requirements in the transaction agreements.
- -------------------------------------------------------------------------------------------------------------------
1122(d)(4)(iv)        Payments on pool assets, including any payoffs, made in accordance                   X
                      with the related pool asset documents are posted to the applicable
                      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 pool asset documents.
- -------------------------------------------------------------------------------------------------------------------
1122(d)(4)(v)         The servicer's records regarding the pool assets agree with the                      X
                      servicer's records with respect to an obligor's unpaid principal
                      balance.
- -----------------------------------------------------------------------------------------------------------------
1122(d)(4)(vi)        Changes with respect to the terms or status of an obligor's                          X
                      pool assets (e.g. loan 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,                        X
                      modifications and deeds in 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                         X
                      the period a pool asset is 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 pool assets including, for example,
                      phone call, 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 pool                            X
                      assets with variable rates are computed based on the related
                      pool asset documents.
- ------------------------------------------------------------------------------------------------------------------
1122(d)(4)(x)         Regarding any funds held in trust for an obligor (such as                            X
                      escrow accounts): (A) Such funds are analyzed, in accordance
                      with the obligor's pool asset 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 pool
                      asset documents and state laws; and (C) Such funds are
                      returned to the obligor within 30 calendar days of full
                      repayment of the related pool assets, 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                               X
                      insurance payments) are made on or 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                        X
                      be made on behalf of an obligor are paid from the servicer's
                      fund 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                        X
                      two business days to the 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                           X
                      recognized and recorded in accordance with the transaction
                      agreements.
- ------------------------------------------------------------------------------------------------------------------
1122(d)(4)(xv)        Any external enhancement or other support, identified in Item                       X
                      1114(a)(1) through (3) or Item 1115 of Regulation AB, is
                      maintained as set forth in the transaction agreements.
- ------------------------------------------------------------------------------------------------------------------

APPENDIX B

College Loan Corporation Trust I

EX-34 7 college-ex341_040207.htm EXHIBIT 34.1 Ex-34.1

EXHIBIT 34.1

INDEPENDENT ACCOUNTANT'S ATTESTATION REPORT CONCERNING SERVICING
ACTIVITIES OF ACS EDUCATION SERVICES, INC. FOR THE YEAR ENDED
DECEMBER 31, 2006

AFFILIATED COMPUTER SERVICES, INC.
EDUCATION SERVICES

SEC Regulation AB (Asset-Backed Securities)
Compliance Attestation for Servicers

Year Ended December 31, 2006

AFFILIATED COMPUTER SERVICES, INC.
EDUCATION SERVICES

Table of Contents

Page

Report of Independent Registered Public Accounting Firm     1

ACS Education Services Management Assessment     3

Appendix

A Servicing Criteria Addressed in ACS Education Services' Management Assessment     4

B Individual Asset-Backed Transactions and Securities Defined as the Platform Addressed in ACS Education Services' Management Assessment     7

Report of Independent Registered Public Accounting Firm

The Board of Directors
Affiliated Computer Services, Inc.
Education Services:

We have examined Affiliated Computer Services, Inc. (ACS) Education Services’ compliance with the servicing criteria set forth in Item 1122(d) of the Securities and Exchange Commission’s Regulation AB for student loan backed security transactions (the Platform), except for servicing criteria 1122(d)(1)(iii), 1122(d)(2)(iii)-(iv), 1122(d)(3)(i)-(iv), 1122(d)(4)(iii), 1122(d)(4)(x)-(xiii) and 1122(d)(4)(xv), which ACS Education Services has determined are not applicable to the activities it performs with respect to the Platform, as of and for the year ended December 31, 2006. Appendix B to the accompanying ACS Education Services Management Assessment identifies the individual asset-backed transactions and securities defined by management as constituting the Platform. Management is responsible for ACS Education Services’ compliance with those servicing criteria. Our responsibility is to express an opinion on ACS Education Services’ 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 ACS Educations Services’ 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 ACS Education Services 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 ACS Education Services 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 ACS Education Services 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 ACS Education Services’ compliance with the servicing criteria.

Our examination disclosed the following material noncompliance with servicing criterion 1122(d)(1)(iv) related to fidelity bond and errors and omissions policy applicable to ACS Education Services during the year ended December 31, 2006. ACS Education Services’ fidelity bond and errors and omissions policy coverage were not in compliance with requirements of the servicing agreement with College Loan Corporation.

As described in the accompanying Management Assessment Report, for servicing criteria 1122(d)(2)(i) and 1122(d)(4)(iv) ACS Education Services has engaged a vendor to perform the activities required by these servicing criteria. ACS Education Services has determined that this vendor is not considered a “servicer” as defined in Item 1101(j) of Regulation AB, and ACS Education Services 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, ACS Education Services has asserted that it has policies and procedures in place designed to provide reasonable assurance that the vendor’s activities comply in all material respects with the servicing criteria applicable to the vendor. ACS Education Services is solely responsible for determining that it meets the SEC requirements to apply Interpretation 17.06 for the vendor and related criteria as described in its assertion, and we performed no procedures with respect to ACS Education Services’ eligibility to apply Interpretation 17.06.

In our opinion, except for the material noncompliance described above, ACS Education Services complied, in all material respects, with the aforementioned servicing criteria, including servicing criteria 1122(d)(2)(i) and 1122(d)(4)(iv) for which compliance is determined based on Interpretation 17.06 as described above, as of and for the year ended December 31, 2006.

KPMG LLP


Sacramento, California
March 12, 2007

EX-34 8 college-ex342_040207.htm EXHIBIT 34.2 Ex-34.2

EXHIBIT 34.2

INDEPENDENT ACCOUNTANT'S ATTESTATION REPORT CONCERNING SERVICING
ACTIVITIES OF GREAT LAKES EDUCATIONAL SERVICES, INC. FOR THE YEAR ENDED
DECEMBER 31, 2006

Report of Independent Registered Public Accounting Firm

We have examined management's assertion, included in the accompanying Management's Assessment of Compliance with Regulation AB Servicing Criteria, that Great Lakes Educational Loan Services, Inc. (the "Company") complied with the servicing criteria set forth in Item 1122(d) of the Securities and Exchange Commission's Regulation AB for the Great Lakes' student loan servicing platform as of and for the year ended December 31, 2006, except for 1122(d)(1)(iii)-(iv), 1122(d)(2)(ii)-(iv), 1122(d)(3)(i)-(iv), 1122(d)(4)(i), 1122(d)(4)(iii), and 1122(d)(4)(x)-(xiii), which the Company has determined are not applicable to the activities performed by them with respect to the servicing platform covered by this report. 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 with the servicing criteria based on our examination.

Our examination was conducted in accordance with 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 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 detaining 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 year ended December 31, 2006 for the Great Lakes' student loan servicing platform is fairly stated, in all material respects.

/s/ Ernst & Young LLP

Milwaukee, WI
February 16, 2007

EX-34 9 college-ex343_040207.htm EXHIBIT 34.3 Exhibit 34.3

EXHIBIT 34.3



INDEPENDENT ACCOUNTANT’S ATTESTATION REPORT CONCERNING SERVICING ACTIVITIES OF DEUTSCHE BANK TRUST COMPANY AMERICAS FOR THE YEAR ENDED DECEMBER 31, 2006

Report of Independent Registered Public Accounting Firm

The Board of Directors
The Trust & Securities Services department of Deutsche Bank National Trust Company and
      Deutsche Bank Trust Company Americas:

We have examined management’s assertion, included in the accompanying Appendix I, that the Trust & Securities Services department of Deutsche Bank National Trust Company and Deutsche Bank Trust Company Americas (collectively 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 (i.e., transaction-level reporting required under the Securities Exchange Act of 1934, as amended) residential mortage-backed securities and other asset-backed securities issued on or after January 1, 2006, for which the Company provides trustee, securities administration or paying agent services, excluding any publicly issued transactions, sponsored or issued by any government sponsored entity (the Platform), except for servicing criteria 1122(d)(2)(iii), 1122(d)(4)(iv), 1122(d)(4)(v), 1122(d)(4)(vi), 1122(d)(4)(vii), 1122(d)(4)(viii), 1122(d)(4)(ix), 1122(d)(4)(x), 1122(d)(4)(xi), 1122(d)(4)(xii), 1122(d)(4)(xiii) and 1122(d)(4)(xiv), 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 management’s assertion included in the accompanying Appendix I, for servicing criteria 1122(d)(2)(i), 1122(d)(4)(i) and 1122(d)(4)(ii), 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 procedures in place designed to provide reasonable 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.

In our opinion, management’s assertion that the Company complied with the aforementioned servicing criteria, including servicing criteria 1122(d)(2)(i), 1122(d)(4)(i) and 1122(d)(4)(ii) for which compliance is determined based on Interpretation 17.06 as described above, as of and for the twelve months ended December 31, 2006 is fairly stated, in all material respects.

/s/ KPMG LLP

Chicago, Illinois
February 28, 2007

 EX-34 10 college-ex344_040207.htm EXHIBIT 34.4 Ex-34.4

EXHIBIT 34.4

INDEPENDENT ACCOUNTANT'S ATTESTATION REPORT CONCERNING SERVICING
ACTIVITIES OF COLLEGE LOAN CORPORATION FOR THE YEAR ENDED
DECEMBER 31, 2006

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

Board of Directors and Shareholders
College Loan Corporation

We have examined management's assertion, included in the accompanying Management's Assessment of Compliance with Regulation AB Servicing Criteria ("Management's Report"), that College Loan Corporation (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 asset backed securitization transactions backed by student loan receivables listed on Appendix B of Management's Report (the "Platform") as of and for the year ended December 31, 2006, excluding criteria 1122(d)(1)(ii)-(iv), 1122(d)(2)(i), 1122(d)(3)(ii), 1122(d)(4)(i)-(ii), 1122(d)(4)(iv)-(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 College Loan Corporation complied with the aforementioned applicable servicing criteria as of and for the year ended December 31, 2006 for the asset backed securitization transactions backed by student loan receivables is fairly stated, in all material respects.

/s/ Grant Thornton LLP

Irvine, California
March 29, 2007

EX-35 11 college-ex351_040207.htm EXHIBIT 35.1 Ex-35.1

Exhibit 35.1

STATEMENT OF COMPLIANCE OF ACS EDUCATION SERVICES, INC. UNDER THE
FEDERAL FFEL ORIGINATION SERVICING AGREEMENT FOR THE YEAR ENDED
DECEMBER 31, 2006

March 12, 2007

College Loan Corporation
16855 West Bernardo Drive
Suite 100
San Diego, CA 92127

In connection with the Annual Report on Form 10-K of the College Loan Corporation Trust I for the fiscal year ending December 31, 2006 (the "Report") and pursuant to Item 1123 of Regulation AB of the Securities and Exchange Commission, the undersigned, a duly authorized officer of the ACS Education Services Inc. (the "Servicer") does hereby certify and represent as follows:

1. A review of the activities and performance of the Servicer under the Agreement dated as of March 11, 2002, as amended, between the Servicer and College Loan Corporation Trust I (the "Servicing Agreement") for the period that is the subject of the Report has been made under the supervision of the undersigned.

2. To the best of the undersigned, based on such review, the Servicer has fulfilled all of its obligations under the Servicing Agreement in all material respects throughout the period that is the subject of the Report, except for the material noncompliance with servicing criterion 1122(d)(1)(iv) related to ACS Education Services having fidelity bond and errors omissions policy coverage amounts and deductible levels below the amounts required by the CLC Servicing Agreement during the year ended December 31, 2006. ACS has taken corrective action to increase the amount of coverage and adjust the deductible levels to meet the CLC Servicing Agreement requirements.

3. To the best knowledge of the undersigned, based on such review, there have been no failures to fulfill any such obligation in any material respect, except for the material noncompliance with servicing criterion 1122(d)(1)(iv) related to the ACS Education Service having fidelity bond and errors omissions policy coverage amounts and deductible levels below the amounts required by the CLC Servicing Agreement during the year ended December 31, 2006. ACS has taken corrective action to increase the amount of coverage and adjust the deductible levels to meet the CLC Servicing Agreement requirements.

IN WITNESS WHEREOF, the undersigned has executed this Servicer Compliance Statement as of March 12, 2006.

ACS Education Services, Inc.


By:        /s/ Meta Gonzalez                                            
Name:   Meta Gonzalez
Title:     Senior Vice President

EX-35 12 college-ex352_040207.htm EXHIBIT 35.2 Ex-35.2

Exhibit 35.2

SERVICER COMPLIANCE STATEMENT FOR

COLLEGE LOAN CORPORATION TRUST I

March 29, 2006

College Loan Corporation
16855 West Bernardo Drive
Suite 100
San Diego, CA 92127

In connection with the Annual Report on Form 10-K of the College Loan Corporation Trust I for the fiscal year ending December 31, 2006 (the "Report") and pursuant to Item 1123 of Regulation AB of the Securities and Exchange Commission, the undersigned, a duly authorized officer of College Loan LLC (the "Servicer"), does hereby certify and represent as follows:

1. A review of the activities and performance of the Servicer under the Agreement dated as of March 1, 2002, as amended, between the Servicer and College Loan Corporation Trust I (the "Servicing Agreement") for the period that is the subject of the Report has been made under the supervision of the undersigned;

2. To the best knowledge of the undersigned, based on such review, the Servicer has fulfilled all of its obligations under the Servicing Agreement in all material respects throughout the period that is the subject of the Report; and

3. To the best knowledge of the undersigned, based on such review, there have been no failures to fulfill any such obligation in any material respect.

          IN WITNESS WHEREOF, the undersigned has executed this Servicer Compliance Statement as of March 29, 2006.

COLLEGE LOAN LLC


By: /s/ Elizabeth Wood                                        
Name:   Elizabeth Wood, CPA
Title:     Chief Financial Officer

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