-----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, JVwx7ySP/pRV5X8KvtLX2AmxoMY0/6eau3EBVQ4TKy0TY86tTLKtdlWpnlJh7MsN k8vnNMVbdtNQHYXrtGGaqw== 0001056404-08-000835.txt : 20080326 0001056404-08-000835.hdr.sgml : 20080326 20080326180713 ACCESSION NUMBER: 0001056404-08-000835 CONFORMED SUBMISSION TYPE: 10-K PUBLIC DOCUMENT COUNT: 22 CONFORMED PERIOD OF REPORT: 20071231 FILED AS OF DATE: 20080326 DATE AS OF CHANGE: 20080326 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Deutsche Alt-A Securities Mortgage Loan Trust Series 2007-2 CENTRAL INDEX KEY: 0001410039 STANDARD INDUSTRIAL CLASSIFICATION: ASSET-BACKED SECURITIES [6189] STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-K SEC ACT: 1934 Act SEC FILE NUMBER: 333-141008-10 FILM NUMBER: 08713041 BUSINESS ADDRESS: STREET 1: 6525 MORRISON BLVD STREET 2: SUITE 318 CITY: CHARLOTTE STATE: NC ZIP: 28211 BUSINESS PHONE: 7043650569 MAIL ADDRESS: STREET 1: 6525 MORRISON BLVD STREET 2: SUITE 318 CITY: CHARLOTTE STATE: NC ZIP: 28211 10-K 1 dal07002_10k-2007.txt UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K (Mark one) /X/ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2007 OR / / TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from ____________ to ____________ Commission file number: 333-141008-10 Deutsche Alt-A Securities Mortgage Loan Trust, Series 2007-2 (exact name of issuing entity as specified in its charter) ACE Securities Corp. (exact name of the depositor as specified in its charter) DB Structured Products, Inc. (exact name of the sponsor as specified in its charter) Delaware 56-2088493 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 6525 Morrison Boulevard Suite 318 Charlotte, NC 28211 (Address of principal executive (Zip Code) offices) Telephone number, including area code: (704) 365-0569 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 (Section 229.405 of this chapter) is not contained herein, and will not be contained, to the best of registrant's knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. Not applicable. Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of "large accelerated filer", "accelerated filer" and "smaller reporting company" in Rule 12b-2 of the Exchange Act. Large accelerated filer ___ Accelerated filer ___ Non-accelerated filer X Smaller reporting company ___ Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). Yes ___ No X State the aggregate market value of the voting and non-voting common equity held by non-affiliates computed by reference to the price at which the common equity was last sold, or the average bid and asked price of such common equity, as of the last business day of the registrant's most recently completed second fiscal quarter. Not applicable. Indicate by check mark whether the registrant has filed all documents and reports required to be filed by Section 12, 13 or 15(d) of the Securities Exchange Act of 1934 subsequent to the distribution of securities under a plan confirmed by a court. Not applicable. Indicate the number of shares outstanding of each of the registrant's classes of common stock, as of December 31, 2007. Not applicable. DOCUMENTS INCORPORATED BY REFERENCE List hereunder the following documents if incorporated by reference and the Part of the Form 10-K (e.g., Part I, Part II, etc.) into which the document is incorporated: (1)Any annual report to security holders; (2) Any proxy or information statement; and (3)Any prospectus filed pursuant to Rule 424(b) or (c) under the Securities Act of 1933. The listed documents should be clearly described for identification purposes (e.g., annual report to security holders for fiscal year ended December 24, 1980). Not applicable. PART I Item 1. Business. Not applicable. Item 1A. Risk Factors. Not applicable. Item 1B. Unresolved Staff Comments. None. Item 2. Properties. Not applicable. Item 3. Legal Proceedings. Not applicable. Item 4. Submission of Matters to a Vote of Security Holders. Not applicable. PART II Item 5. Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities. Not applicable. Item 6. Selected Financial Data. Not applicable. Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operation. Not applicable. Item 7A. Quantitative and Qualitative Disclosures About Market Risk. Not applicable. Item 8. Financial Statements and Supplementary Data. Not applicable. Item 9. Changes in and Disagreements With Accountants on Accounting and Financial Disclosure. Not applicable. Item 9A. Controls and Procedures. Not applicable. Item 9A(T). Controls and Procedures. Not applicable. Item 9B. Other Information. None. PART III Item 10. Directors, Executive Officers and Corporate Governance. Not applicable. Item 11. Executive Compensation. Not applicable. Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters. Not applicable. Item 13. Certain Relationships and Related Transactions, and Director Independence. Not applicable. Item 14. Principal Accounting Fees and Services. Not applicable. ADDITIONAL DISCLOSURE ITEMS PURSUANT TO GENERAL INSTRUCTION J Item 1112(b) of Regulation AB, Significant Obligor Financial Information. No single obligor represents 10% or more of the pool assets held by the issuing entity. Item 1114(b)(2) of Regulation AB, Significant Enhancement Provider Financial Information. No entity or group of affiliated entities provides any external credit enhancement or other support for the certificates within this transaction as described under Item 1114 (a) of Regulation AB. Item 1115(b) of Regulation AB, Certain Derivatives Instruments (Financial Information). Deutsche Bank AG, New York Branch provides swap derivative instruments for the trust as disclosed in the Rule 424(b) Prospectus filing with the Commission on August 31, 2007, Commission File Number 333-141008-10, CIK Number 0001063792. No additional disclosure is necessary because the significance percentage for the swap agreement is less than 10%, as of December 31, 2007. Item 1117 of Regulation AB, Legal Proceedings. The registrant knows of no material pending legal proceedings involving the parties contemplated by Item 1117 of Regulation AB, other than routine litigation incidental to the duties of those respective parties. Item 1119 of Regulation AB, Affiliations and Certain Relationships and Related Transactions. The information regarding this Item has been previously filed in a 424(b)(5) filing with the Commission on August 31, 2007, Commission File Number 333-141008-10, CIK Number 0001063292. Item 1122 of Regulation AB, Compliance with Applicable Servicing Criteria. The reports on assessment of compliance with the servicing criteria for asset-backed securities and the related attestation reports on such assessments of compliance are attached hereto under Item 15. The following parties have reported one or more instances of material noncompliance with applicable servicing criteria in their reports on assessments of compliance: GMAC Mortgage, LLC Certain custodial account reconciliations were not reviewed within timelines outlined in the GMACM's policies and procedures, as required by criteria 1122 (d)(2)(vii)(C). Certain custodial accounts had reconciling items which were not resolved within 90 calendar days of original identification, as required by criteria 1122(d)(2)(vii)(D). Item 1123 of Regulation AB, Servicer Compliance Statement. The servicer compliance statements are attached hereto under Item 15. Part IV Item 15. Exhibits, Financial Statement Schedules. (a) Exhibits. (4) Pooling and Servicing Agreement dated as of August 1, 2007 among Ace Securities Corp., as depositor, Wells Fargo Bank, N.A. as master servicer and securities administrator, Clayton Fixed Income Services Inc., as credit risk manager, and U.S. Bank National Association as trustee (incorporated herein by reference from Exhibit 4.1 of the Current Report on Form 8-K of the registrant, as filed with the Commission on September 17, 2007, Commission File Number333-141008-10, CIK number 0001063292). (10) Incorporated by reference as Exhibit (4). (31) Rule 13a-14(d)/15d-14(d) Certification. (33) Reports on assessment of compliance with servicing criteria for asset-backed securities. 33.1 Countrywide Home Loans Servicing LP as Servicer 33.2 Deutsche Bank National Trust Company as Custodian 33.3 GMAC Bank as Sub-Contractor for GMAC Mortgage, LLC f/k/a GMAC Mortgage Corporation 33.4 GMAC Mortgage, LLC f/k/a GMAC Mortgage Corporation as Servicer 33.5 Wells Fargo Bank, N.A. as Servicer 33.6 Wells Fargo Bank, N.A. as Master Servicer and Securities Administrator 33.7 Wells Fargo Bank, N.A. as Paying Agent 33.8 Wells Fargo Bank, N.A. as Custodian
(34) Attestation reports on assessment of compliance with servicing criteria for asset-backed securities. 34.1 Countrywide Home Loans Servicing LP as Servicer 34.2 Deutsche Bank National Trust Company as Custodian 34.3 GMAC Bank as Sub-Contractor for GMAC Mortgage, LLC f/k/a GMAC Mortgage Corporation 34.4 GMAC Mortgage, LLC f/k/a GMAC Mortgage Corporation as Servicer 34.5 Wells Fargo Bank, N.A. as Servicer 34.6 Wells Fargo Bank, N.A. as Master Servicer and Securities Administrator 34.7 Wells Fargo Bank, N.A. as Paying Agent 34.8 Wells Fargo Bank, N.A. as Custodian
(35) Servicer compliance statement. 35.1 Countrywide Home Loans Servicing LP as Servicer 35.2 GMAC Mortgage, LLC f/k/a GMAC Mortgage Corporation as Servicer 35.3 Wells Fargo Bank, N.A. as Servicer 35.4 Wells Fargo Bank, N.A. as Master Servicer and Securities Administrator
(b) Exhibits identified in paragraph (a) above. (c) Omitted. 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. Deutsche Alt-A Securities Mortgage Loan Trust, Series 2007-2 (Issuing Entity) Wells Fargo Bank, N.A. (Master Servicer) /s/ Kristen Ann Cronin Kristen Ann Cronin, Vice President (senior officer in charge of the servicing function of the master servicer) Date: March 26, 2008 Exhibit Index Exhibit No. (4) Pooling and Servicing Agreement dated as of August 1, 2007 among Ace Securities Corp., as depositor, Wells Fargo Bank, N.A. as master servicer and securities administrator, Clayton Fixed Income Services Inc., as credit risk manager, and U.S. Bank National Association as trustee (incorporated herein by reference from Exhibit 4.1 of the Current Report on Form 8-K of the registrant, as filed with the Commission on September 17, 2007, Commission File Number333-141008-10, CIK number 0001063292). (10) Incorporated by reference as Exhibit (4). (31) Rule 13a-14(d)/15d-14(d) Certification. (33) Reports on assessment of compliance with servicing criteria for asset-backed securities. 33.1 Countrywide Home Loans Servicing LP as Servicer 33.2 Deutsche Bank National Trust Company as Custodian 33.3 GMAC Bank as Sub-Contractor for GMAC Mortgage, LLC f/k/a GMAC Mortgage Corporation 33.4 GMAC Mortgage, LLC f/k/a GMAC Mortgage Corporation as Servicer 33.5 Wells Fargo Bank, N.A. as Servicer 33.6 Wells Fargo Bank, N.A. as Master Servicer and Securities Administrator 33.7 Wells Fargo Bank, N.A. as Paying Agent 33.8 Wells Fargo Bank, N.A. as Custodian
(34) Attestation reports on assessment of compliance with servicing criteria for asset-backed securities. 34.1 Countrywide Home Loans Servicing LP as Servicer 34.2 Deutsche Bank National Trust Company as Custodian 34.3 GMAC Bank as Sub-Contractor for GMAC Mortgage, LLC f/k/a GMAC Mortgage Corporation 34.4 GMAC Mortgage, LLC f/k/a GMAC Mortgage Corporation as Servicer 34.5 Wells Fargo Bank, N.A. as Servicer 34.6 Wells Fargo Bank, N.A. as Master Servicer and Securities Administrator 34.7 Wells Fargo Bank, N.A. as Paying Agent 34.8 Wells Fargo Bank, N.A. as Custodian
(35) Servicer compliance statement. 35.1 Countrywide Home Loans Servicing LP as Servicer 35.2 GMAC Mortgage, LLC f/k/a GMAC Mortgage Corporation as Servicer 35.3 Wells Fargo Bank, N.A. as Servicer 35.4 Wells Fargo Bank, N.A. as Master Servicer and Securities Administrator
EX-31 2 dal07002_31.txt EX-31 Rule 13a-14(d)/15d-14(d) Certification. I, Kristen Ann Cronin, certify that: 1.I have reviewed this report on Form 10-K and all reports on Form 10-D required to be filed in respect of the period covered by this report on Form 10-K of Deutsche Alt-A Securities Mortgage Loan Trust, Series 2007-2 (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.I am responsible for reviewing the activities performed by the servicer(s) and based on my knowledge and the compliance review(s) conducted in preparing the servicer compliance statement(s) required in this report under Item 1123 of Regulation AB, and except as disclosed in the Exchange Act periodic reports, the servicer(s) have fulfilled their obligations under the servicing agreement(s) in all material respects; and 5.All of the reports on assessment of compliance with servicing criteria for asset-backed securities and their related attestation reports on assessment of compliance with servicing criteria for asset-backed securities required to be included in this report in accordance with Item 1122 of Regulation AB and Exchange Act Rules 13a-18 and 15d-18 have been included as an exhibit to this report, except as otherwise disclosed in this report. Any material instances of noncompliance described in such reports have been disclosed in this report on Form 10-K. In giving the certifications above, I have reasonably relied on information provided to me by the following unaffiliated parties: Chase Home Finance LLC as Sub-Servicer for JPMorgan Chase Bank, N.A., Countrywide Home Loans Servicing LP as Servicer, GMAC Mortgage, LLC f/k/a GMAC Mortgage Corporation as Servicer, GreenPoint Mortgage Funding, Inc. as Servicer, HSBC Mortgage Corporation, USA as Servicer, IndyMac Bank, F.S.B. as Servicer, JPMorgan Chase Bank, N.A. as Named Servicer, National City Mortgage Co. as Servicer, PHH Mortgage Corporation as Servicer, and Wachovia Mortgage Corporation as Servicer. Dated: March 26, 2008 /s/ Kristen Ann Cronin Signature Vice President (senior officer in charge of the servicing function of the master servicer) EX-33 3 dal07002_33-1.txt EX-33.1 (logo) Countrywide Financial ASSESSMENT OF COMPLIANCE WITH APPLICABLE SERVICING CRITERIA Countrywide Financial Corporation and certain of its subsidiaries, including its direct and indirect wholly-owned subsidiaries, Countrywide Home Loans, Inc. ("CHL"), Countrywide Tax Services Corporation, Newport Management Corporation, and Countrywide Home Loans Servicing, L.P., a wholly-owned subsidiary of CHL (collectively, the "Company"), provides this platform-level assessment, for which Countrywide Financial Corporation and such subsidiaries participated in servicing functions, as such term is described under Title 17, Section 229.1122 of the Code of Federal Regulations ("Item 1122 of Regulation AB"), of compliance in respect of the following Applicable Servicing Criteria specified in Item 1122(d) of Regulation AB in regard to the following servicing platform for the following period: Platform: publicly-issued (i.e., registered with the Securities and Exchange Commission pursuant to the Securities Act of 1933, as amended) residential mortgage-backed securities (securities collateralized by residential mortgage loans, including prime, alternative loan products, sub-prime, HELOC and closed seconds) issued on or after January 1, 2006 for which the Company provides cash collection and administration, investor remittances and reporting (except for those activities relating to trustee and paying agent services), and pool asset administration (except for those activities relating to custodial operations of pool assets and related documents), and for which the related issuer has a fiscal year end of December 31, 2007. The platform excludes any transactions issued by any government sponsored enterprise for which the Company provides the servicing functions described in the preceding sentence. Period: as of and for the year ended December 31, 2007. Applicable Servicing Criteria: all servicing criteria set forth in Schedule A hereto, to the extent required in the related agreements, except the criteria listed in the column titled "Inapplicable Servicing Criteria" on Schedule A hereto and the portions of the criteria footnoted on that schedule that are inapplicable to the Company based on the activities it performs with respect to the Platform. With respect to the Platform and the Period, the Company provides the following assessment of compliance in respect of the Applicable Servicing Criteria: 1. The Company is responsible for assessing its compliance with the Applicable Servicing Criteria. 2. The Company has assessed compliance with the Applicable Servicing Criteria. 3. Other than as identified on Schedule B hereto, as of and for the Period, the Company complied in all material respects with the Applicable Servicing Criteria. (page) KPMG LLP, an independent registered public accounting firm, has issued an attestation report with respect to the Company's foregoing assessment of compliance as of and for the year ended December 31, 2007. COUNTRYWIDE FINANCIAL CORPORATION By: /s/ Steve Bailey Steve Bailey Its: Senior Managing Director and Chief Executive Officer, Loan Administration Dated: February 28, 2008 By: /s/ Kevin Meyers Kevin Meyers Its: Managing Director and Chief Financial Officer, Countrywide Home Loans, Inc. Loan Administration Dated: February 28, 2008 (page) Schedule A Applicable Servicing Criteria
INAPPLICABLE APPLICABLE SERVICING SERVICING CRITERIA SERVICING CRITERIA CRITERIA Performed by Performed by NOT Vendor(s) subservicer(s) performed by for which or Vendor(s) the Company Performed the for which the or by Directly Company is Company is subservicer(s) by the NOT the or Vendor(s) the Responsible Responsible retained by Reference Criteria Company Party Party the Company General Servicing Considerations 1122(d)(1)(i) Policies and procedures are instituted to X monitor any performance or other triggers and events of default in accordance with the transaction agreements. 1122(d)(1)(ii) If any material servicing activities are X outsourced to third 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 X agreements to maintain 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 on the party X participating in the servicing function throughout the reporting period in the amount of coverage required by and otherwise in accordance with the terms of the transaction agreements. Cash Collection and Administration 1122(d)(2)(i) Payments on pool assets are deposited into X the appropriate custodial bank 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 X behalf of an obligor or to an investor are made only by authorized personnel. 1122(d)(2)(iii) Advances of funds or guarantees regarding X collections, cash 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, X such as cash reserve accounts or accounts established as a form of overcollateralization, are separately maintained (e.g., with respect to commingling of cash) as set forth in the transaction agreements. INAPPLICABLE APPLICABLE SERVICING SERVICING CRITERIA SERVICING CRITERIA CRITERIA Performed by Performed by NOT Vendor(s) subservicer(s) performed by for which or Vendor(s) the Company Performed the for which the or by Directly Company is Company is subservicer(s) by the NOT the or Vendor(s) the Responsible Responsible retained by Reference Criteria Company Party Party the Company 1122(d)(2)(v) Each custodial account is maintained at a X federally insured 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 Rule 13k-1(b)(1) of the Securities Exchange Act. 1122(d)(2)(vi) Unissued checks are safeguarded so as to X prevent unauthorized access. 1122(d)(2)(vii) Reconciliations are prepared on a monthly X basis for all asset-backed 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 X^1 filed with the 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. INAPPLICABLE APPLICABLE SERVICING SERVICING CRITERIA SERVICING CRITERIA CRITERIA Performed by Performed by NOT Vendor(s) subservicer(s) performed by for which or Vendor(s) the Company Performed the for which the or by Directly Company is Company is subservicer(s) by the NOT the or Vendor(s) the Responsible Responsible retained by Reference Criteria Company Party Party the Company 1122(d)(3)(ii) Amounts due to investors are allocated and X^2 remitted in 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 X^3 within two 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 X^4 investor reports agree 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 X^5 maintained as required by the transaction agreements or related mortgage loan documents. 1122(d)(4)(ii) Pool assets and related documents are X^5 safeguarded as required by the transaction agreements 1122(d)(4)(iii) Any additions, removals or substitutions to the X asset pool 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 X payoffs, made in accordance with 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. INAPPLICABLE APPLICABLE SERVICING SERVICING CRITERIA SERVICING CRITERIA CRITERIA Performed by Performed by NOT Vendor(s) subservicer(s) performed by for which or Vendor(s) the Company Performed the for which the or by Directly Company is Company is subservicer(s) by the NOT the or Vendor(s) the Responsible Responsible retained by Reference Criteria Company Party Party the Company 1122(d)(4)(v) The Servicer's records regarding the pool X assets agree with 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 X of an obligor's 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., X forbearance 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 X maintained during 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 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 X return for pool 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 X obligor (such as 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. INAPPLICABLE APPLICABLE SERVICING SERVICING CRITERIA SERVICING CRITERIA CRITERIA Performed by Performed by NOT Vendor(s) subservicer(s) performed by for which or Vendor(s) the Company Performed the for which the or by Directly Company is Company is subservicer(s) by the NOT the or Vendor(s) the Responsible Responsible retained by Reference Criteria Company Party Party the Company 1122(d)(4)(xi) Payments made on behalf of an obligor (such X as tax or 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 X any payment to be made 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 X are posted within 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 X accounts are recognized and recorded in accordance with the transaction agreements. 1122(d)(4)(xv) Any external enhancement or other support, X^6 identified in Item 1114(a)(1) through (3) or Item 1115 of Regulation AB, is maintained as set forth in the transaction agreements. 1 Servicing functions performed by the Company with respect to Item 1122(d)(3)(i)(B) do not relate to information other than that contained in the monthly remittance reports delivered by the Company to the master servicer, trustee, and/or bond administrator. Servicing functions performed by the Company with respect to Item 1122(d)(3)(i)(D) do not relate to the agreeing with investors' records as to the total unpaid principal balance and number of pool assets serviced by the Company. 2 Servicing functions performed by the Company with respect to Item 1122(d)(3)(ii) do not relate to amounts other than amounts remitted by the Company to the master servicer, trustee, and/or bond administrator. 3 Servicing functions performed by the Company with respect to Item 1122(d)(3)(iii) do not relate to records other than the applicable custodial bank account statements maintained by the Company pursuant to the transaction agreements. 4 Servicing functions performed by the Company with respect to Item 1122(d)(3)(iv) do not relate to records other than custodial bank account statements and wire records of the Company and the remittance reports prepared and delivered by the Company. 5 Servicing functions performed by the Company with respect to Item 1122(d)(4)(i) and Item 1122(d)(4)(ii) do not relate to the custodial operations of the pool assets and related documents (collateral file) by the document custodian responsible for such functions for the related transaction. 6 Servicing functions performed by the Company with respect to Item 1122(d)(4)(xv) do not relate to Item 1115 of Regulation AB (derivative transactions).
(page) Schedule B Material Instances of Noncompliance No material instances of noncompliance: the Company has complied, in all material respects, with the Applicable Servicing Criteria as of and for the year ended December 31, 2007. EX-33 4 dal07002_33-2.txt EX-33.2 MANAGEMENT'S ASSERTION OF COMPLIANCE Management of the Trust & Securities Services department of Deutsche Bank National Trust Company and Deutsche Bank Trust Company Americas (collectively the "Company") is responsible for assessing compliance with the servicing criteria set forth in Item 1122(d) of Regulation AB promulgated by the Securities and Exchange Commission. Management has determined that the servicing criteria are applicable in regard to the servicing platform for the period as follows: Platform: Publicly-issued (i.e., transaction-level reporting required under the Securities Exchange Act of 1934, as amended) residential mortgage-backed securities, commercial mortgage-backed securities and other asset-backed securities issued on or after January 1, 2006 for which the Company provides trustee, securities administration, paying agent or custodian services, excluding any publicly issued transactions sponsored or issued by any government sponsored entity (the "Platform"). Applicable Servicing Criteria: All servicing criteria set forth in Item 1122(d), except for the following 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 management has determined are not applicable to the activities the Company performs with respect to the Platform (the "Applicable Servicing Criteria"). Servicing criterion 1122(d)(4)(iii) is applicable to the activities the Company performs with respect to the Platform only as it relates to the Company's obligation to report additions, removals or substitutions on reports to investors in accordance with the transactions agreements. With respect to applicable servicing criterion 1122(d)(1)(iii), there were no activities performed during the twelve months ended December 31, 2007 with respect to the Platform, because there were no occurrences of events that would require the Company to perform such activities. Period: Twelve months ended December 31, 2007 (the "Period"). Management's interpretation of Applicable Servicing Criteria: The Company's management has determined that servicing criteria 1122(d)(1)(iii) is applicable only with respect to its continuing obligation to act as, or locate a, successor servicer under the circumstances referred to in certain governing documents. It is management's interpretation that Deutsche Bank Trust Company Americas has no other active back-up servicing responsibilities in regards to 1122(d)(1)(iii) as of and for the Period. Third parties classified as vendors: With respect to servicing criteria 1122(d)(2)(i), 1122(d)(4)(i), and 1122(d)(4)(ii), management has engaged various vendors to perform the activities required by these servicing criteria. The Company's management has determined that these vendors are not considered a "servicer" as defined in Item 1101(j) of Regulation AB, and the Company's management 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, management has asserted that it has policies and procedures in place to provide reasonable assurance that the vendor's activities comply in all material respects with the servicing criteria applicable to each vendor. The Company's management is solely responsible for determining that it meets the SEC requirements to apply Interpretation 17.06 for the vendors and related criteria. With respect to the Platform and the Period, the Company's management provides the following assertion of compliance with respect to the Applicable Servicing Criteria: 1. The Company's management is responsible for assessing the Company's compliance with the Applicable Servicing Criteria. 2. The Company's management has assessed compliance with the Applicable Servicing Criteria, including servicing criteria for which compliance is determined based on Interpretation 17.06 as described above. In performing this assessment, management used the criteria set forth by the Securities and Exchange Commission in paragraph (d) of Item 1122 of Regulation AB. 3. Based on such assessment, as of and for the Period, the Company has complied, in all material respects, with the Applicable Servicing Criteria. KPMG LLP, a registered public accounting firm, has issued an attestation report with respect to the management's assertion of compliance with the Applicable Servicing Criteria as of and for the Period. (page) DEUTSCHE BANK NATIONAL TRUST COMPANY By: /s/ Gary R. Vaughan Name: Gary R. Vaughan Its: Managing Director By: /s/ David Co Name: David Co Its: Director By: /s/ Jose Sicilia Name: Jose Sicilia Its: Managing Director By: /s/ Kevin Fischer Name: Kevin Fischer Its: Director By: /s/ Robert Prier Name: Robert Prier Its: Director DEUTSCHE BANK TRUST COMPANY AMERICAS By: /s/ Kevin C. Weeks Name: Kevin C. Weeks Its: Managing Director By: /s/ Joana Kaufman Name: Joana Kaufman Its: Director Dated: February 29, 2008 EX-33 5 dal07002_33-3.txt EX-33.3 (logo) GMAC Bank Certification Regarding Compliance with Applicable Servicing Criteria 1. GMAC Bank ("GMACB") is responsible for assessing compliance with the servicing criteria applicable to it under paragraph (d) of Item 1122 of Regulation AB, as of and for the 12-month period ending December 31, 2007 (the "Reporting Period"), as set forth in Appendix A hereto. The transactions covered by this report include (i) all SEC-registered transactions closed on or after January 1, 2006 and (ii) unregistered transactions where GMACB has agreed to prepare an assessment of compliance in conformity with Item 1122 of Regulation AB. for which GMACB acted as Document Custodian and involving first and second lien mortgage loans and home equity loans (the "GMAC Bank Platform"), as set forth in Appendix B hereto. 2. Except as set forth in paragraph 3 below, GMACB used the criteria set forth in paragraph (d) of Item 1122 of Regulation AB to assess the compliance with the applicable servicing criteria; 3. The criteria listed in the column titled "Inapplicable to GMACB" in Appendix A hereto are inapplicable to GMACB based on the activities it performs with respect to the GMAC Bank Platform; 4. GMACB has complied, in all material respects, with the applicable servicing criteria as of December 31. 2007 and for the Reporting Period with respect to the GMAC Bank Platform taken as a whole; and 5. PricewaterhouseCoopers LLP, a registered independent public accounting firm, has issued an attestation report on GMACB's assessment of compliance with the applicable servicing criteria for the Reporting Period. March 17. 2008 GMAC Bank By: /s/ Robert E. Groody Name: Robert E. Groody Title: Executive Vice President (page) APPENDIX A
SERVICING CRITERIA SERVICING CRITERIA Applicable to Inapplicable to Reference Criteria GMACB GMACB General Servicing Considerations 1122(d)(1)(i) Policies and procedures are instituted X to monitor any performance or other triggers and events of default in accordance with the transaction agreements. 1122(d)(1)(ii) If any material servicing activities X are outsourced to third 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 X agreements to maintain a back-up servicer for the pool assets are maintained. 1122(d)(1)(iv) A fidelity bond and errors and X omissions policy is in effect 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 and Administration 1122(d)(2)(i) Payments on pool assets are deposited X into the appropriate custodial bank 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 X behalf of an obligor or to investor are made only by authorized personnel. 1122(d)(2)(iii) Advances of funds or guarantees X regarding collections, cash 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 X transaction, such as cash reserve accounts or accounts established as a form of overcollateralization, are separately maintained (e.g., with respect to commingling of cash) as set forth in the transaction agreements. 1122(d)(2)(v) Each custodial account is maintained at X a federally insured 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 Section 240.13k-1(b)(1) of this chapter. 1122(d)(2)(vi) Unissued checks are safeguarded so as X to prevent unauthorized access. 1122(d)(2)(vii) Reconciliations are prepared on a X monthly basis for all asset-backed 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. (page) SERVICING CRITERIA SERVICING CRITERIA Applicable to Inapplicable to Reference Criteria GMACB GMACB Investor Remittances and Reporting 1122(d)(3)(i) Reports to investors, including those X to be filed with the 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 the investors' or 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 X and remitted in accordance with timeframes, distribution priority and other terms set forth in the transaction agreements. 1122(d)(3)(iii) Disbursements made to an investor are X posted within two 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 X investor reports agree 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 X is maintained as required by the transaction agreements or related pool asset documents. 1122(d)(4)(ii) Pool assets and related documents are X safeguarded as required by the transaction agreements. 1122(d)(4)(iii) Any additions, removals, or X substitutions to the asset pool 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 X payoffs, made in accordance with 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 X pool assets agree with the servicer's records with respect to an obligor's unpaid principal balance. 1122(d)(4)(vi) Changes with respect to the terms or X status of an obligor's pool asset (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 X (e.g., forbearance 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 X are maintained during 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 calls, letters, and payment rescheduling plans in cases where delinquency is deemed temporary (e.g., illness or unemployment). SERVICING CRITERIA SERVICING CRITERIA Applicable to Inapplicable to Reference Criteria GMACB GMACB 1122(d)(4)(ix) Adjustments to interest rates or rates X of return for pool assets with variable rates are computed based on the related pool asset documents. 1122(d)(4)(x) Regarding any funds held in trust for X an obligor (such as 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 asset, or such other number of days specified in the transaction agreements. 1122(d)(4)(xi) Payments made on behalf of an obligor X (such as tax or 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 X connection with any payment to be made 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 X obligor are posted within 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 X uncollectible accounts are recognized and recorded in accordance with the transaction agreements. 1122(d)(4)(xv) Any external enhancement or other X support identified in Item 1114(a)(1) through (3) or Item 1115 of this Regulation AB, is maintained as set forth in the transaction agreements.
(page) APPENDIX B 2007-EMX1 2007-RS1 2006-KS9 2006-QS5 2007-HI1 2007-RS2 2006-NC1 2006-QS6 2007-HSA1 2007-RZ1 2006-NC2 2006-QS7 2007-HSA2 2007-S1 2006-NC3 2006-QS8 2007-HSA3 2007-S2 2006-QA1 2006-QS9 2007-KS1 2007-S3 2006-QA10 2006-RS1 2007-KS2 2007-S4 2006-QA11 2006-RS2 2007-KS3 2007-S5 2006-QA2 2006-RS3 2007-KS4 2007-S6 2006-QA3 2006-RS4 2007-QA1 2007-S7 2006-QA4 2006-RS5 2007-QA2 2007-S8 2006-QA5 2006-RS6 2007-QA3 2007-S9 2006-QA6 2006-RZ1 2007-QA4 2007-SA1 2006-QA7 2006-RZ2 2007-QA5 2007-SA2 2006-QA8 2006-RZ3 2007-QH1 2007-SA3 2006-QA9 2006-RZ4 2007-QH2 2007-SA4 2006-QH1 2006-RZ5 2007-QH3 2007-SP1 2006-QO1 2006-S1 2007-QH4 2007-SP2 2006-QO10 2006-S10 2007-QH5 2007-SP3 2006-QO2 2006-S11 2007-QH6 2006-EFC1 2006-QO3 2006-S12 2007-QH7 2006-EFC2 2006-QO4 2006-S2 2007-QH8 2006-HI1 2006-QO5 2006-S3 2007-QH9 2006-HI2 2006-QO6 2006-S4 2007-QO1 2006-HI3 2006-QO7 2006-S5 2007-QO2 2006-HI4 2006-QO8 2006-S6 2007-QO3 2006-HI5 2006-QO9 2006-S7 2007-QO4 2006-HSA1 2006-QS1 2006-S8 2007-QO5 2006-HSA2 2006-QS10 2006-S9 2007-QS1 2006-HSA3 2006-QS11 2006-SA1 2007-QS10 2006-HSA4 2006-QS12 2006-SA2 2007-QS11 2006-HSA5 2006-QS13 2006-SA3 2007-QS2 2006-KS1 2006-QS14 2006-SA4 2007-QS3 2006-KS2 2006-QS15 2006-SP1 2007-QS4 2006-KS3 2006-QS16 2006-SP2 2007-QS5 2006-KS4 2006-QS17 2006-SP3 2007-QS6 2006-KS5 2006-QS18 2006-SP4 2007-QS7 2006-KS6 2006-QS2 2007-QS8 2006-KS7 2006-QS3 2007-QS9 2006-KS8 2006-QS4 2007-KS3 2006-HSA2 2006-QO7 2006-S12 2007-KS4 2006-HSA3 2006-QO8 2006-S2 2007-QA1 2006-HSA4 2006-QO9 2006-S3 2007-QA2 2006-HSA5 2006-QS1 2006-S4 2007-QA3 2006-KS1 2006-QS10 2006-S5 2007-QH1 2006-KS2 2006-QS11 2006-S6 2007-QH2 2006-KS3 2006-QS12 2006-S7 2007-QH3 2006-KS4 2006-QS13 2006-S8 2007-QH4 2006-KS5 2006-QS14 2006-S9 2007-QO1 2006-KS6 2006-QS15 2006-SA1 2007-QO2 2006-KS7 2006-QS16 2006-SA2 2007-QO3 2006-KS8 2006-QS17 2006-SP1 (page) 2007-QS1 2006-KS9 2006-QS18 2006-SP2 2007-QS2 2006-NC1 2006-QS2 2006-SP3 2007-QS3 2006-NC2 2006-QS3 2006-SP4 2007-QS4 2006-NC3 2006-QS4 2006-WH1 2007-QS5 2006-QA1 2006-QS5 2006-WH11 2007-QS6 2006-QA10 2006-QS6 2006-QWH8 2007-RS1 2006-QA11 2006-QS7 2006-QWH20 2007-RZ1 2006-QA2 2006-QS8 2007-S1 2006-QA3 2006-QS9 2007-S2 2006-QA4 2006-RS1 2007-S3 2006-QA5 2006-RS2 2007-S4 2006-QA6 2006-RS3 2007-SA1 2006-QA7 2006-RS4 2007-SA2 2006-QA8 2006-RS5 2007-SP1 2006-QA9 2006-RS6 2006-EFC1 2006-QH1 2006-RZ1 2006-EFC2 2006-QO1 2006-RZ2 2007-2N 2007-DBALT-OA1 2007-GSR-AR1 2007-GSR-OA1 2007-HALO-AR2 2007-HV2 2007-HV7 2007-LUM-2 2007-LXS-12N 2007-LXS-15N 2007-LXS-4N LEHMAN 2007-MANA-A2 2007-MANA-AF1 2007-MANA-OAR3 2007-MANA-OAR4 2007-MARM-3 2007-POWH3 2007-SARM-06 2006-BAFC-1 2006-LUM-5 2006-LUM-6 2006-MARM-OA1 2006-MARM-OA2 2006-POWH13 2006-POWH13B 2006-POWH16 2006-POWH16B 2006-POWH17 2006-POWH17B 2006-POWH18 2006-POWH18B 2006-POWH20 2006-POWH21 2006-POWH22 2006-QWH20 2006-QWH8 2006-WH1 2006-WH11 (page) 2006-WH12 2006-WH21 2005-QWH7 SACO 06-1 2006-5 SACO 06-8 SACO 06-6 SACO 06-7 SACO 06-9 SACO 06-9 SACO 06-10 SACO 06-12 SACO 2007-2 BSSLT07-1 BSSLT07-1 BSSLT 2007-2 2006-S1 2006-RF2 SAIL2006-2 2006-3H LMT 2006-2 2006-GP2 2006-4N 2006-GP1 LXS 2006-7 LXS 2006-8 2006-GP3 LXS 06-10N 2006-ARS1 LXS 06-10N LXS2006-11 LXS2006-GP4 LXS 06-12N 2006-GEL3 LXS2006-12N GPMF2006AR4 LXS2006-13 GPMF2006AR5 GPMF2006AR6 LMT 2006-7 2006-GEL4 GPMF2006AR7 GPMF2006AR8 (page) 2007-GEL1 2007-GEL1 GPMF2007AR1 SASC007-RF1 GPMF2007AR2 2007-GEL2 2007-GEL2 SAS2007-TC1 SASC007-RF2 SASC007-RNP1 LXS 06-18N LXS 2007-4N LXS 07-15N BOA-PNC BOA-PNC LEHMAN 0705 BV 2007-18 SECURITIES 2007-AR1 BAFC 06-5 SNDVW2006-A SNDV2007-1 HBVW 06-SB1 BAYVIEW BAYVIEW MASD 2007-1 MASD 2007-1 MASTR 07-2 MASTR 07-2 ISAC 2006-5 SAC 2006-3 ISAC 2006-4 CMB 2007-A MSM 06-10SL MSM 06-14SL MSM2007-4SL BV 2007-1 MSM 06-4SL NAAC2006AP1 ACE2007HE5 Macquarie 2007-1 GSMPS06RP1 GSR 2006-4F (page) 2006-1 TCMLT 07-1 DLJMC-WACHO DLJMC-HUDSO 2006-HE1 MSM 06-2 MSM 06-3AR MSM 06-5AR MSM 06-6AR MSM 06-7 MSM 06-8AR MSM 06-11 MSM06-12XS LUM 2006-6 CMLTI07AMC2 MARM 2007-2 DBALT06AB1 DBALT06AR1 GSR 2006-2F MALT 2006-1 MSM 06-1AR NAAC2006AR1 BAFC 06-1 BSALTA 06-1 MASD 2006-1 MARP 06-1 ACE2006-SL1 CSMC 2006-1 GSR2006-AR1 NAAC2006S1 MIT 2006-1 BAFC 06-2 GSR 2006-3F NAAC2006AR2 DBALT06AF1 MASTR 06-1 2006-B GSR2006-AR2 BSALTA 06-3 PRIME06-CL1 ARMT 2006-2 LUM 2006-4 NAAC2006S2 (page) DBALT06AB2 DBALT06AR2 SAIL 2006-3 BSABS06SD2 BSARM2006-2 NAAC 06-AF1 NAAC 06-AF1 MASD 2006-2 DBALT06AB3 MALT 2006-3 LUM 2006-5 MASD 2006-2 BSALTA 06-4 BAFC 06-4 2006-S3 MSM 06-9AR DBALT06AR3 GSMPS2004-4 HBRVW 06-8 NAAC 06-AF2 NAAC 06-AF2 NAAC 06-AF2 MSM07-3XS GSMPS 06-2 ACE2006-SL4 SASCO 06BC2 MARP 06-2 MSM06-13ARX MARM 06OA2 DBALT06AB4 DBALT06AR4 HBRVW 06-8 2006-AR3 CSMC 2006-8 MSM2007-5AX DBALT06AR5 MSM06-16AX MASD 2006-3 MSM06-15XS HBRVW 06-10 CSMC 2006-9 MASTR 06-3 MASD 2006-03 (page) 2006-AR4 2006-S5 NHELI 06AF1 HBVW2006-14 DBALT06AR6 HBVW2006-13 MSM06-17XS BAYVW2006-D BSALTA 06-8 DBALT06OA1 SACO2007-1 MSM2007-1XS MSM2007-2AX DBALT07AR1 MALT 2007-1 NAAC 2007S1 NHEL 07-1 NHEL 07-1 DBALT07AR2 DBALT07BAR1 ACE2007SL1 RBSGC2007-B MARM 2007-2 NAAC 2007-1 MSM07-6XS DBALT07AR3 BSABS07SD2 DBALT07OA2 SEMT 2007-1 BSSLT07SV1 NAAC 2007S2 HVMLT 07-2 BSSLT07SV1 DBALT07AB1 ASC 2007-S1 BAYVW2007-A MARM 07-HF1 HVMLT 07-3 HVMLT 07-A BAFC 2007-3 ACE2007HE4 MSM07-7AX CG2007-SHL1 (page) NAAC 2007-1 STAC 2007-1 BSABS07SD3 SEMT 07-02 BAFC 2007-4 DBALT07OA3 HVMLT 07-4 HVMLT 07-4 MHL 2007-1 MSM07-8XS DBALT 07-2 SEMT 07-4 GSR 2007-4F DBALT07OA4 MSM07-10XS MSM07-11AR MHL 2007-2 DBALT07-1 NAAC 2007-3 NAAC 2007-2 DBALT2007-OA5 MSM07-12 HVMLT07-06 BAYVW2007-B SEMT 07-03 MARM 07-HF2 ACE2007SL2 BAFC 2007-7 ACE2007SL3 ACE2007SL3 MSM07-13 CSMC 2007-6 HVMLT07-07 DBALT 07-3 MALT 07-HF1 DBALT 07-4 MSM 07-14AR MSM07-15AR CSMC 2007-7 2006-S4 ASC 2007-0A1 MANA 2007-OAR3 2006-J1 (page) 2006-AR1 2006-AR2 2006-HLTV1 2006-HE1 2006-HE2 2006-HE3 2006-HE4 2006-HE5 2007-HE1 2007-HE2 2007-HE3 EX-33 6 dal07002_33-4.txt EX-33.4 (logo) GMAC Mortgage Certification Regarding Compliance with Applicable Servicing Criteria 1. GMAC Mortgage, LLC ("GMACM"), for itself and its affiliated servicing participant Homecomings Financial, LLC ("Homecomings"), is responsible for assessing compliance with the servicing criteria applicable to it under paragraph (d) of Item 1122 of Regulation AB, as of and for the 12-month period ending December 31, 2007 (the "Reporting Period"), as set forth in Appendix A hereto. The transactions covered by this report include (i) all SEC-registered transactions closed on or after January 1, 2006 and (ii) unregistered transactions where GMACM has agreed to prepare an assessment of compliance in conformity with Item 1122 of Regulation AB, for which GMACM acted as a primary servicer and involving first and second lien mortgage loans and home equity loans (the "GMACM Primary Servicing Platform"), as set forth in Appendix B hereto. 2. GMACM has engaged certain vendors, which are not servicers as defined in Item 1101(j) of Regulation AB (the "Vendors"), to perform specific, limited or scripted activities, and GMACM elects to take responsibility for assessing compliance with the servicing criteria or portion of the servicing criteria applicable to such Vendors' activities as set forth in Appendix A hereto. GMACM has policies and procedures in place designed to provide reasonable assurance that such Vendors' activities comply in all material respects with the servicing criteria applicable to such Vendors; 3. Except as set forth in paragraph 4 below, GMACM used the criteria set forth in paragraph (d) of Item 1122 of Regulation AB to assess the compliance with the applicable servicing criteria; 4. The criteria listed in the column titled "Inapplicable Servicing Criteria" in Appendix A hereto are inapplicable to GMACM based on the activities it performs, directly or through its Vendors, with respect to the GMACM Primary Servicing Platform; 5. GMACM has complied, in all material respects, with the applicable servicing criteria as of December 31, 2007 and for the Reporting Period with respect to the GMACM Primary Servicing Platform taken as a whole, except as described in Appendix C hereto. 6. GMACM has not identified and is not aware of any material instance of noncompliance by the Vendors with the applicable servicing criteria as of December 31, 2007 and for the Reporting Period with respect to the GMACM Primary Servicing Platform taken as a whole; 7. GMACM has not identified any material deficiency in its policies and procedures to monitor the compliance by the Vendors with the applicable servicing criteria as of December 31, 2007 and for the Reporting Period with respect to the GMACM Primary Servicing Platform taken as a whole; and (page) 8. PricewaterhouseCoopers LLP, a registered independent public accounting firm, has issued an attestation report on GMACM's compliance with the applicable servicing criteria for the Reporting Period. March 17, 2008 GMAC Mortgage, LLC By: /s/ Anthony N. Renzi Name: Anthony N. Renzi Title: Executive Vice President (page) APPENDIX A
INAPPLICABLE APPLICABLE SERVICING SERVICING CRITERIA SERVICING CRITERIA CRITERIA Performed by NOT Vendor(s) performed by for which GMACM or by Performed GMACM is subservicer(s) Directly the or vendor(s) by Responsible retained by Reference Criteria GMACM Party GMACM General Servicing Considerations 1122(d)(1)(i) Policies and procedures are instituted X to monitor any performance or other triggers and events of default in accordance with the transaction agreements. 1122(d)(1)(ii) If any material servicing activities X are outsourced to third 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 X agreements to maintain a back-up servicer for the pool assets are maintained. 1122(d)(1)(iv) A fidelity bond and errors and X omissions policy is in effect 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 and Administration 1122(d)(2)(i) Payments on pool assets are deposited X X(1) into the appropriate custodial bank 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 X behalf of an obligor or to an investor are made only by authorized personnel. 1122(d)(2)(iii) Advances of funds or guarantees X regarding collections, cash 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 X transaction, such as cash reserve accounts or accounts established as a form of overcollateralization, are separately maintained (e.g., with respect to commingling of cash) as set forth in the transaction agreements. 1122(d)(2)(v) Each custodial account is maintained at X a federally insured 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 Rule 13k-1(b)(1) of the Securities Exchange Act. 1122(d)(2)(vi) Unissued checks are safeguarded so as X to prevent unauthorized access. INAPPLICABLE APPLICABLE SERVICING SERVICING CRITERIA SERVICING CRITERIA CRITERIA Performed by NOT Vendor(s) performed by for which GMACM or by Performed GMACM is subservicer(s) Directly the or vendor(s) by Responsible retained by Reference Criteria GMACM Party GMACM 1122(d)(2)(vii) Reconciliations are prepared on a X monthly basis for all asset-backed 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 X to be filed with the 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 the investors' or 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 X and remitted in accordance with timeframes, distribution priority and other terms set forth in the transaction agreements. 1122(d)(3)(iii) Disbursements made to an investor are X posted within two 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 X investor reports agree 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 X is maintained as required by the transaction agreements or related mortgage loan documents. 1122(d)(4)(ii) pool asset and related documents are X safeguarded as required by the transaction agreements. 1122(d)(4)(iii) Any additions, removals or X substitutions to the asset pool 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 X X(1) payoffs, made in accordance with 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 X pool assets agree with the Servicer's records with respect to an obligor's unpaid principal balance. INAPPLICABLE APPLICABLE SERVICING SERVICING CRITERIA SERVICING CRITERIA CRITERIA Performed by NOT Vendor(s) performed by for which GMACM or by Performed GMACM is subservicer(s) Directly the or vendor(s) by Responsible retained by Reference Criteria GMACM Party GMACM 1122(d)(4)(vi) Changes with respect to the terms or X status of an obligor's pool asset (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 X (e.g., forbearance 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 X are maintained during 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 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 X of return for pool assets with variable rates are computed based on the related pool asset documents. 1122(d)(4)(x) Regarding any funds held in trust for X an obligor (such as 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 asset, or such other number of days specified in the transaction agreements. 1122(d)(4)(xi) Payments made on behalf of an obligor X X(2) (such as tax or 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 X connection with any payment to be made 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 X X(2) obligor are posted within 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 X uncollectible accounts are recognized and recorded in accordance with the transaction agreements. 1122(d)(4)(xv) Any external enhancement or other X support, identified in Item 1114(a)(1) through (3) or Item 1115 of Regulation AB, is maintained as set forth in the transaction agreements. (1) A vendor posts cash receipts received via lockbox submission to GMACM's lockbox clearing account. (2) A vendor provides certain information to GMACM to assist GMACM in making tax and insurance payments on behalf of certain obligors.
(page) APPENDIX B 2007-EMX1 2007-RS1 2006-KS9 2006-QS5 2007-HI1 2007-RS2 2006-NCl 2006-QS6 2007-HSA1 2007-RZ1 2006-NC2 2006-QS7 2007-HSA2 2007-S1 2006-NC3 2006-QS8 2007-HSA3 2007-S2 2006-QA1 2006-QS9 2007-KS1 2007-S3 2006-QA10 2006-RS1 2007-KS2 2007-S4 2006-QA11 2006-RS2 2007-KS3 2007-S5 2006-QA2 2006-RS3 2007-KS4 2007-S6 2006-QA3 2006-RS4 2007-QA1 2007-S7 2006-QA4 2006-RS5 2007-QA2 2007-S8 2006-QA5 2006-RS6 2007-QA3 2007-S9 2006-QA6 2006-RZ1 2007-QA4 2007-SA1 2006-QA7 2006-RZ2 2007-QA5 2007-SA2 2006-QA8 2006-RZ3 2007-QH1 2007-SA3 2006-QA9 2006-RZ4 2007-QH2 2007-SA4 2006-QH1 2006-RZ5 2007-QH3 2007-SP1 2006-QO1 2006-S1 2007-QH4 2007-SP2 2006-QO10 2006-S10 2007-QH5 2007-SP3 2006-QO2 2006-S11 2007-QH6 2006-EFC1 2006-QO3 2006-S12 2007-QH7 2006-EFC2 2006-QO4 2006-S2 2007-QH8 2006-HI1 2006-QO5 2006-S3 2007-QH9 2006-HI2 2006-QO6 2006-S4 2007-QO1 2006-HI3 2006-QO7 2006-S5 2007-QO2 2006-HI4 2006-QO8 2006-S6 2007-QO3 2006-HI5 2006-QO9 2006-S7 2007-QO4 2006-HSA1 2006-QS1 2006-S8 2007-QO5 2006-HSA2 2006-QS10 2006-S9 2007-QS1 2006-HSA3 2006-QS11 2006-SA1 2007-QS10 2006-HSA4 2006-QS12 2006-SA2 2007-QS11 2006-HSA5 2006-QS13 2006-SA3 2007-QS2 2006-KS1 2006-QS14 2006-SA4 2007-QS3 2006-KS2 2006-QS15 2006-SP1 2007-QS4 2006-KS3 2006-QS16 2006-SP2 2007-QS5 2006-KS4 2006-QS17 2006-SP3 2007-QS6 2006-KS5 2006-QS18 2006-SP4 2007-QS7 2006-KS6 2006-QS2 2007-QS8 2006-KS7 2006-QS3 2007-QS9 2006-KS8 2006-QS4 2007-KS3 2006-HSA2 2006-QO7 2006-S12 2007-KS4 2006-HSA3 2006-QO8 2006-S2 2007-QA1 2006-HSA4 2006-QO9 2006-S3 2007-QA2 2006-HSA5 2006-QS1 2006-S4 2007-QA3 2006-KS1 2006-QS10 2006-S5 2007-QH1 2006-KS2 2006-QS11 2006-S6 2007-QH2 2006-KS3 2006-QS12 2006-S7 2007-QH3 2006-KS4 2006-QS13 2006-S8 2007-QH4 2006-KS5 2006-QS14 2006-S9 2007-QO1 2006-KS6 2006-QS15 2006-SA1 2007-QO2 2006-KS7 2006-QS16 2006-SA2 2007-QO3 2006-KS8 2006-QS17 2006-SP1 (page) 2007-QS1 2006-KS9 2006-QS18 2006-SP2 2007-QS2 2006-NC1 2006-QS2 2006-SP3 2007-QS3 2006-NC2 2006-QS3 2006-SP4 2007-QS4 2006-NC3 2006-QS4 2006-WH1 2007-QS5 2006-QA1 2006-QS5 2006-WH11 2007-QS6 2006-QA10 2006-QS6 2006-QWH8 2007-RS1 2006-QA11 2006-QS7 2006-QWH20 2007-RZ1 2006-QA2 2006-QS8 2007-S1 2006-QA3 2006-QS9 2007-S2 2006-QA4 2006-RS1 2007-S3 2006-QA5 2006-RS2 2007-S4 2006-QA6 2006-RS3 2007-SA1 2006-QA7 2006-RS4 2007-SA2 2006-QA8 2006-RS5 2007-SP1 2006-QA9 2006-RS6 2006-EFC1 2006-QH1 2006-RZ1 2006-EFC2 2006-QO1 2006-RZ2 2007-2N 2007-DBALT-OA1 2007-GSR-AR1 2007-GSR-OA1 2007-HALO-AR2 2007-HV2 2007-HV7 2007-LUM-2 2007-LXS-12N 2007-LXS-15N 2007-LXS-4N LEHMAN 2007-MANA-A2 2007-MANA-AF1 2007-MANA-OAR3 2007-MANA-OAR4 2007-MARM-3 2007-POWH3 2007-SARM-06 2006-BAFC-1 2006-LUM-5 2006-LUM-6 2006-MARM-OA1 2006-MARM-OA2 2006-POWH13 2006-POWH13B 2006-POWH16 2006-POWH16B 2006-POWH17 2006-POWH17B 2006-POWH18 2006-POWH18B 2006-POWH20 2006-POWH21 2006-POWH22 2006-QWH20 2006-QWH8 2006-WH1 2006-WH11 (page) 2006-WH12 2006-WH21 2005-QWH7 SACO 06-1 2006-5 SACO 06-8 SACO 06-6 SACO 06-7 SACO 06-9 SACO 06-9 SACO 06-10 SACO 06-12 SACO 2007-2 BSSLT07-1 BSSLT07-1 BSSLT 2007-2 2006-S1 2006-RF2 SAIL2006-2 2006-3H LMT 2006-2 2006-GP2 2006-4N 2006-GP1 LXS 2006-7 LXS 2006-8 2006-GP3 LXS 06-10N 2006-ARS1 LXS 06-10N LXS2006-11 LXS2006-GP4 LXS 06-12N 2006-GEL3 LXS2006-12N GPMF2006AR4 LXS2006-13 GPMF2006AR5 GPMF2006AR6 LMT 2006-7 2006-GEL4 GPMF2006AR7 GPMF2006AR8 (page) 2007-GEL1 2007-GEL1 GPMF2007AR1 SASCO07-RF1 GPMF2007AR2 2007-GEL2 2007-GEL2 SAS2007-TC1 SASCO07-RF2 SASCO07-RNP1 LXS 06-18N LXS 2007-4N LXS 07-15N BOA-PNC BOA-PNC LEHMAN 0705 BV 2007-18 SECURITIES 2007-AR1 BAFC 06-5 SNDVW2006-A SNDV2007-1 HBVW 06-SB1 BAYVIEW BAYVIEW MASD 2007-1 MASD 2007-1 MASTR 07-2 MASTR 07-2 ISAC 2006-5 SAC 2006-3 ISAC 2006-4 CMB 2007-A MSM 06-10SL MSM 06-14SL MSM2007-4SL BV 2007-1 MSM 06-4SL NAAC2006AP1 ACE2007HE5 Macquarie 2007-1 GSMPS06RP1 GSR 2006-4F (page) 2006-1 TCMLT 07-1 DLJMC-WACHO DLJMC-HUDSO 2006-HE1 MSM 06-2 MSM 06-3AR MSM 06-5AR MSM 06-6AR MSM 06-7 MSM 06-8AR MSM 06-11 MSM06-12XS LUM 2006-6 CMLTI07AMC2 MARM 2007-2 DBALT06AB1 DBALT06AR1 GSR 2006-2F MALT 2006-1 MSM 06-1AR NAAC2006AR1 BAFC 06-1 BSALTA 06-1 MASD 2006-1 MARP 06-1 ACE2006-SL1 CSMC 2006-1 GSR2006-AR1 NAAC2006S1 MIT 2006-1 BAFC 06-2 GSR 2006-3F NAAC2006AR2 DBALT06AF1 MASTR 06-1 2006-B GSR2006-AR2 BSALTA 06-3 PRIME06-CL1 ARMT 2006-2 LUM 2006-4 NAAC2006S2 (page) DBALTO6AB2 DBALTO6AR2 SAIL 2006-3 BSABSO6SD2 BSARM2006-2 NAAC 06-AF1 NAAC 06-AF1 MASD 2006-2 DBALT06AB3 MALT 2006-3 LUM 2006-5 MASD 2006-2 BSALTA 06-4 BAFC 06-4 2006-S3 MSM 06-9AR DBALT06AR3 GSMPS2004-4 HBRVW 06-8 NAAC 06-AF2 NAAC 06-AF2 NAAC 06-AF2 MSM07-3XS GSMPS 06-2 ACE2006-SL4 SASCO 06BC2 MARP 06-2 MSM06-13ARX MARM 060A2 DBALT06AB4 DBALT06AR4 HBRVW 06-8 2006-AR3 CSMC 2006-8 MSM2007-5AX DBALT06AR5 MSM06-16AX MASD 2006-3 MSM06-15XS HBRVW 06-10 CSMC 2006-9 MASTR 06-3 MASD 2006-03 (page) 2006-AR4 2006-S5 NHELI 06AF1 HBVW2006-14 DBALT06AR6 HBVW2006-13 MSM06-17XS BAYVW2006-D BSALTA 06-8 DBALT06OA1 SACO2007-1 MSM2007-1XS MSM2007-2AX DBALT07AR1 MALT 2007-1 NAAC 2007S1 NHEL 07-1 NHEL 07-1 DBALT07AR2 DBALT07BAR1 ACE2007SL1 RBSGC2007-B MARM 2007-2 NAAC 2007-1 MSM07-6XS DBALT07AR3 BSABS07SD2 DBALT07OA2 SEMT 2007-1 BSSLT07SV1 NAAC 2007S2 HVMLT 07-2 BSSLT07SV1 DBALT07AB1 ASC 2007-S1 BAYVW2007-A MARM 07-HF1 HVMLT 07-3 HVMLT 07-A BAFC 2007-3 ACE2007HE4 MSM07-7AX CG2007-SHL1 (page) NAAC 2007-1 STAC 2007-1 BSABS07SD3 SEMT 07-02 BAFC 2007-4 DBALT07OA3 HVMLT 07-4 HVMLT 07-4 MHL 2007-1 MSM07-8XS DBALT 07-2 SEMT 07-4 GSR 2007-4F DBALT07OA4 MSM07-10XS MSM07-11AR MHL 2007-2 DBALT07-1 NAAC 2007-3 NAAC 2007-2 DBALT2007-OA5 MSM07-12 HVMLT07-06 BAYVW2007-B SEMT 07-03 MARM 07-HF2 ACE2007SL2 BAFC 2007-7 ACE2007SL3 ACE2007SL3 MSM07-13 CSMC 2007-6 HVMLT07-07 DBALT 07-3 MALT 07-HF1 DBALT 07-4 MSM07-14AR MSM07-15AR CSMC 2007-7 2006-S4 ASC 2007-OA1 MANA 2007-OAR3 2006-J1 (page) 2006-AR1 2006-AR2 2006-HLTV1 2006-HE1 2006-HE2 2006-HE3 2006-HE4 2006-HE5 2007-HE1 2007-HE2 2007-HE3 (page) APPENDIX C 1. Certain custodial account reconciliations were not reviewed within timelines outlined in the GMACM's policies and procedures, as required by criteria 1122 (d)(2)(vii)(C). Certain custodial accounts had reconciling items which were not resolved within 90 calendar days of original identification, as required by criteria 1122(d)(2)(vii)(D). EX-33 7 dal07002_33-5.txt EX-33.5 (logo) WELLS FARGO Wells Fargo Bank. N.A. Home Mortgage Division 1 Home Campus Des Moines, IA 50328-0001 Wells Fargo Bank, N.A. 2007 Certification Regarding Compliance with Applicable Servicing Criteria 1. Wells Fargo Bank, N.A. (the "Servicer") is responsible for assessing compliance with the servicing criteria applicable to it under paragraph (d) of Item 1122 of Regulation AB, as of and for the year ended December 31, 2007 (the "Reporting Period"), as set forth in Exhibit A hereto. The transactions covered by this report include transactions for which the Servicer's Wells Fargo Home Mortgage division acted as the primary servicer of residential mortgage loans, other than the servicing of such loans for Freddie Mac, Fannie Mae, Ginnie Mae, state and local government bond programs, or a Federal Home Loan Bank (the "Platform"); 2. The Servicer has engaged certain vendors, which are not deemed to be servicers as defined in Item 1101(j) of Regulation AB (the "Vendors"), to perform specific, limited or scripted activities for the Reporting Period, and the Servicer has elected to take responsibility for assessing compliance with the servicing criteria or portion of the servicing criteria applicable to such Vendors' activities as set forth in Exhibit A hereto; 3. Except as set forth in paragraph 4 below, the Servicer used the criteria set forth in paragraph (d) of Item 1122 of Regulation AB to assess the compliance with the applicable servicing criteria; 4. The criteria listed in the column titled "Inapplicable Servicing Criteria" on Exhibit A hereto are inapplicable to the Servicer based on the activities it performs, directly or through its Vendors, with respect to the Platform; 5. The Servicer has complied, in all material respects, with the applicable servicing criteria as of December 31, 2007, and for the Reporting Period with respect to the Platform taken as a whole; 6. The Servicer has not identified and is not aware of any material instance of noncompliance by the Vendors with the applicable servicing criteria as of December 31, 2007, or for the Reporting Period with respect to the Platform taken as a whole; 7. The Servicer has not identified any material deficiency in its policies and procedures to monitor the compliance by the Vendors with the applicable servicing criteria as of December 31, 2007, or for the Reporting Period with respect to the Platform taken as a whole; and 8. KPMG LLP, a registered public accounting firm, has issued an attestation report on the Servicer's assessment of compliance with the applicable servicing criteria for the Reporting Period, which attestation report is included on Exhibit B attached hereto. February, 25, 2008 WELLS FARGO BANK, N.A. By: /s/ Mary C. Coffin Mary C. Coffin Executive Vice President (page) EXHIBIT A to Wells Fargo Bank, N.A.'s 2007 Certification Regarding Compliance With Applicable Servicing Criteria
INAPPLICABLE APPLICABLE SERVICING SERVICING CRITERIA SERVICING CRITERIA CRITERIA Performed Performed by by subservicer(s) NOT Vendor(s) or vendor(s) performed by for which for which Servicer or by Performed Servicer is Servicer is subservicer(s) Directly the NOT the or vendor(s) by Responsible Responsible retained by Reference Criteria Servicer Party Party Servicer General Servicing Considerations 1122(d)(1)(i) Policies and procedures are instituted X to monitor any performance or other triggers and events of default in accordance with the transaction agreements. 1122(d)(1)(ii) If any material servicing activities X are outsourced to third 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 X agreements to maintain a back-up servicer for the mortgage loans are maintained. 1122(d)(1)(iv) A fidelity bond and errors and X omissions policy is in effect 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 and Administration 1122(d)(2)(i) Payments on mortgage loans are deposited X^1 X^2 into the appropriate custodial bank 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 X behalf of an obligor or to an investor are made only by authorized personnel. 1122(d)(2)(iii) Advances of funds or guarantees X regarding collections, cash 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 X transaction, such as cash reserve accounts or accounts established as a form of overcollateralization, are separately maintained (e.g., with respect to commingling of cash) as set forth in the transaction agreements. 1122(d)(2)(v) Each custodial account is maintained at X a federally insured 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 Rule 13k-1(b)(1) of the Securities Exchange Act. 1122(d)(2)(vi) Unissued checks are safeguarded so as X^3 X^4 to prevent unauthorized access. INAPPLICABLE APPLICABLE SERVICING SERVICING CRITERIA SERVICING CRITERIA CRITERIA Performed Performed by by subservicer(s) NOT Vendor(s) or vendor(s) performed by for which for which Servicer or by Performed Servicer is Servicer is subservicer(s) Directly the NOT the or vendor(s) by Responsible Responsible retained by Reference Criteria Servicer Party Party Servicer 1122(d)(2)(vii) Reconciliations are prepared on a X monthly basis for all asset-backed 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 X to be filed with the 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 the investors' or trustee's records as to the total unpaid principal balance and number of mortgage loans serviced by the Servicer. 1122(d)(3)(ii) Amounts due to investors are allocated X and remitted in accordance with timeframes, distribution priority and other terms set forth in the transaction agreements. 1122(d)(3)(iii) Disbursements made to an investor are X posted within two 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 X investor reports agree with cancelled checks, or other form of payment, or custodial bank statements. Pool Asset Administration 1122(d)(4)(i) Collateral or security on mortgage loans X is maintained as required by the transaction agreements or related mortgage loan documents. 1122(d)(4)(ii) Mortgage loan and related documents are X safeguarded as required by the transaction agreements. 1122(d)(4)(iii) Any additions, removals or substitutions X to the asset pool are made, reviewed and approved in accordance with any conditions or requirements in the transaction agreements. 1122(d)(4)(iv) Payments on mortgage loans, including any X^5 X^6 payoffs, made in accordance with related mortgage loan documents are posted to the Servicer's obligor records maintained no more than two business days after receipt, or such other number of days specified in the transaction agreements, and allocated to principal, interest or other items (e.g., escrow) in accordance with the related mortgage loan documents. 1122(d)(4)(v) The Servicer's records regarding the X mortgage loans agree with the Servicer's records with respect to an obligor's unpaid principal balance. INAPPLICABLE APPLICABLE SERVICING SERVICING CRITERIA SERVICING CRITERIA CRITERIA Performed Performed by by subservicer(s) NOT Vendor(s) or vendor(s) performed by for which for which Servicer or by Performed Servicer is Servicer is subservicer(s) Directly the NOT the or vendor(s) by Responsible Responsible retained by Reference Criteria Servicer Party Party Servicer 1122(d)(4)(vi) Changes with respect to the terms or X status of an obligor's mortgage loans (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 X (e.g., forbearance 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 X are maintained during the period a mortgage loan 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 mortgage loans including, for example, phone calls, letters and payment rescheduling plans in cases where delinquency is deemed temporary (e.g., illness or unemployment). 1122(d)(4)(ix) Adjustments to interest rates or rates X of return for mortgage loans with variable rates are computed based on the related mortgage loan documents. 1122(d)(4)(x) Regarding any funds held in trust for X an obligor (such as escrow accounts): (A) such funds are analyzed, in accordance with the obligor's mortgage loan documents, on at least an annual basis, or such other period specified in the transaction agreements; (B) interest on such funds is paid, or credited, to obligors in accordance with applicable mortgage loan documents and state laws; and (C) such funds are returned to the obligor within 30 calendar days of full repayment of the related mortgage loans, or such other number of days specified in the transaction agreements. 1122(d)(4)(xi) Payments made on behalf of an obligor X^7 X^8 (such as tax or 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 X connection with any payment to be made 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 X^9 X^10 obligor are posted within 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 X uncollectible accounts are recognized and recorded in accordance with the transaction agreements. 1122(d)(4)(xv) Any external enhancement or other X support identified in Item 1114(a)(1) through (3) or Item 1115 of Regulation AB, is maintained as set forth in the transaction agreements. 1 A portion of this servicing criteria is performed by a vendor, as set forth in footnote 2 below. 2 A lockbox vendor receives payments, creates transaction files, deposits checks, reconciles files to deposits and transmits the transaction files to Wells Fargo. 3 A portion of this servicing criteria is performed by vendors, as set forth in footnote 4 below. 4 Insurance vendors prepare and safeguard checks on behalf of Wells Fargo. 5 A portion of this servicing criteria is performed by a vendor, as set forth in footnote 6 below. 6 A lockbox vendor receives payments, creates transaction files, deposits checks, reconciles files to deposit and transmits the transaction files to Wells Fargo. 7 A portion of this servicing criteria is performed by vendors, as set forth in footnote 8 below. 8 Insurance vendors obtain renewal invoices, create disbursement transactions and submit payments to payees. 9 A portion of this servicing criteria is performed by one or more vendors, as set forth in footnote 10 below. 10 Insurance vendors obtain renewal invoices, create disbursement transactions and submit payments to payees.
(page) EXHIBIT B to Wells Fargo Bank, N.A.'s 2007 Certification Regarding Compliance With Applicable Servicing Criteria Report of Independent Registered Public Accounting Firm The Board of Directors Wells Fargo Bank, N.A.: We have examined management's assessment, included in the accompanying 2007 Certification Regarding Compliance with Applicable Servicing Criteria, that Wells Fargo Bank, N.A. (the Company) complied with the servicing criteria set forth in Item 1122(d) of the Securities and Exchange Commission's Regulation AB for its primary servicing of residential mortgage loans by its Wells Fargo Home Mortgage division, other than the servicing of such loans for Freddie Mac, Fannie Mae, Ginnie Mae, state and local bond programs, or a Federal Home Loan Bank (the Platform), except for servicing criteria 1122(d)(1)(iii) and 1122(d)(4)(xv), which the Company has determined are not applicable to the activities it performs with respect to the Platform, as of and for the year ended December 31, 2007. Management is responsible for the Company's compliance with those servicing criteria. Our responsibility is to express an opinion on management's assessment 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 selected asset-backed transactions and securities that comprise the Platform, testing selected servicing activities related to the Platform, and determining whether the Company processed those selected transactions and performed those selected activities in compliance with the servicing criteria. Furthermore, our procedures were limited to the selected transactions and servicing activities performed by the Company during the period covered by this report. Our procedures were not designed to determine whether errors may have occurred either prior to or subsequent to our tests that may have affected the balances or amounts calculated or reported by the Company during the period covered by this report for the selected transactions or any other transactions. We believe that our examination provides a reasonable basis for our opinion. Our examination does not provide a legal determination on the Company's compliance with the servicing criteria. As described in the accompanying 2007 Certification Regarding Compliance with Applicable Servicing Criteria, for servicing criteria 1122(d)(2)(i), 1122(d)(2)(vi), 1122(d)(4)(iv), 1122(d)(4)(xi), and 1122(d)(4)(xiii), the Company has engaged various vendors to perform the activities required by these servicing criteria. The Company has determined that none of these vendors is 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. (page) (logo) KPMG In our opinion, management's assessment that the Company complied with the aforementioned servicing criteria, including servicing criteria 1122(d)(2)(i), 1122(d)(2)(vi), 1122(d)(4)(iv), 1122(d)(4)(xi), and 1122(d)(4)(xiii) for which compliance is determined based on Interpretation 17.06 as described above, as of and for the year ended December 31, 2007 is fairly stated, in all material respects. /s/ KPMG LLP Des Moines, Iowa February 25, 2008 KPMG LLP, a U.S. limited liability partnership, is the U.S. member firm of KPMG International, a Swiss cooperative EX-33 8 dal07002_33-6.txt EX-33.6 (logo) WELLS FARGO Corporate Trust Services MAC N2702-011 9062 Old Annapolis Road Columbia, MD 21045 410 884-2000 410 715-2380 Fax Wells Fargo Bank, NA. ASSESSMENT OF COMPLIANCE WITH THE APPLICABLE SERVICING CRITERIA Corporate Trust Services division of Wells Fargo Bank, National Association (the "Company") is responsible for assessing compliance with the servicing criteria set forth in Item 1122(d) of Regulation AB promulgated by the Securities and Exchange Commission. The Company has determined that the servicing criteria are applicable in regards to the servicing platform for the period as follows: Platform: Publicly-issued (i.e., transaction-level reporting initially required under the Securities Exchange Act of 1934, as amended) residential mortgage-backed securities, commercial mortgage-backed securities and other asset-backed securities, for which the Company provides master servicing, trustee, securities administration or paying agent services, excluding any publicly issued transactions issued by any agency or instrumentality of the U.S. government or any government sponsored entity, and further excluding the transactions issued prior to 2006 for which Wells Fargo outsources all material servicing activities (as defined by Regulation AB) (the "Platform"). Applicable Servicing Criteria: All servicing criteria set forth in Item 1122(d), to the extent required in the related transaction agreements, or required by the Item 1122(d) servicing criteria in regards to the activities performed by the Company, except for the following criteria: 1122(d)(4)(ii), 1122(d)(4)(iv), 1122(d)(4)(v), 1122(d)(4)(viii), 1122(d)(4)(ix), 1122(d)(4)(x), 1122(d)(4)(xi), 1122(d)(4)(xii) and 1122(d)(4)(xiii), which Management has determined are not applicable to the activities the Company performs with respect to the Platform ("the Applicable Servicing Criteria"). Period: As of and for the twelve months ended December 31, 2007 (the "Period"). Third parties classified as vendors: With respect to servicing criteria 1122(d)(4)(i), the Company has engaged various vendors to handle certain Uniform Commercial Code filing functions required by the servicing criteria ("vendors"). The Company has determined that none of the vendors is a "servicer" as defined in Item 1101(j) of Regulation AB, and the Company elects to take responsibility for assessing compliance with the portion of the servicing criteria applicable to each vendor as permitted by Interpretation 17.06 of the SEC Division of Corporation Finance Manual of Publicly Available Telephone Interpretations ("Interpretation 17.06"). The Company has policies and procedures in place to provide reasonable assurance that the vendor's activities comply in all material respects with the servicing criteria applicable to each vendor. The Company is solely responsible for determining that it meets the SEC requirements to apply Interpretation 17.06 for the vendors and related criteria. With respect to the Platform and the Period, the Company provides the following assessment of compliance with respect to the Applicable Servicing Criteria: 1. The Company is responsible for assessing its compliance with the Applicable Servicing Criteria. 2. The Company has assessed compliance with the Applicable Servicing Criteria, including servicing criteria for which compliance is determined based on Interpretation 17.06 as described above, as of and for the Period. In performing this assessment, management used the criteria set forth by the Securities and Exchange Commission in paragraph (d) of Item 1122 of Regulation AB. 3. Based on such assessment as of and for the Period, the Company has complied, in all material respects with the Applicable Servicing Criteria. KPMG LLP, a registered public accounting firm, has issued an attestation report with respect to the Company's assessment of compliance as of and for the Period. WELLS FARGO BANK, NATIONAL ASSOCIATION By: /s/ Brian Bartlett Brian Bartlett Its: Executive Vice President Dated: February 29, 2008 EX-33 9 dal07002_33-7.txt EX-33.7 (logo) WELLS FARGO Corporate Trust Services MAC N2702-011 9062 Old Annapolis Road Columbia, MD 21045 410 884-2000 410 715-2380 Fax Wells Fargo Bank, NA. ASSESSMENT OF COMPLIANCE WITH THE APPLICABLE SERVICING CRITERIA Corporate Trust Services division of Wells Fargo Bank, National Association (the "Company") is responsible for assessing compliance with the servicing criteria set forth in Item 1122(d) of Regulation AB promulgated by the Securities and Exchange Commission. The Company has determined that the servicing criteria are applicable in regards to the servicing platform for the period as follows: Platform: Publicly-issued (i.e., transaction-level reporting initially required under the Securities Exchange Act of 1934, as amended) residential mortgage-backed securities, commercial mortgage-backed securities and other asset-backed securities, for which the Company provides master servicing, trustee, securities administration or paying agent services, excluding any publicly issued transactions issued by any agency or instrumentality of the U.S. government or any government sponsored entity, and further excluding the transactions issued prior to 2006 for which Wells Fargo outsources all material servicing activities (as defined by Regulation AB) (the "Platform"). Applicable Servicing Criteria: All servicing criteria set forth in Item 1122(d), to the extent required in the related transaction agreements, or required by the Item 1122(d) servicing criteria in regards to the activities performed by the Company, except for the following criteria: 1122(d)(4)(ii), 1122(d)(4)(iv), 1122(d)(4)(v), 1122(d)(4)(viii), 1122(d)(4)(ix), 1122(d)(4)(x), 1122(d)(4)(xi), 1122(d)(4)(xii) and 1122(d)(4)(xiii), which Management has determined are not applicable to the activities the Company performs with respect to the Platform ("the Applicable Servicing Criteria"). Period: As of and for the twelve months ended December 31, 2007 (the "Period"). Third parties classified as vendors: With respect to servicing criteria 1122(d)(4)(i), the Company has engaged various vendors to handle certain Uniform Commercial Code filing functions required by the servicing criteria ("vendors"). The Company has determined that none of the vendors is a "servicer" as defined in Item 1101(j) of Regulation AB, and the Company elects to take responsibility for assessing compliance with the portion of the servicing criteria applicable to each vendor as permitted by Interpretation 17.06 of the SEC Division of Corporation Finance Manual of Publicly Available Telephone Interpretations ("Interpretation 17.06"). The Company has policies and procedures in place to provide reasonable assurance that the vendor's activities comply in all material respects with the servicing criteria applicable to each vendor. The Company is solely responsible for determining that it meets the SEC requirements to apply Interpretation 17.06 for the vendors and related criteria. With respect to the Platform and the Period, the Company provides the following assessment of compliance with respect to the Applicable Servicing Criteria: 1. The Company is responsible for assessing its compliance with the Applicable Servicing Criteria. 2. The Company has assessed compliance with the Applicable Servicing Criteria, including servicing criteria for which compliance is determined based on Interpretation 17.06 as described above, as of and for the Period. In performing this assessment, management used the criteria set forth by the Securities and Exchange Commission in paragraph (d) of Item 1122 of Regulation AB. 3. Based on such assessment as of and for the Period, the Company has complied, in all material respects with the Applicable Servicing Criteria. KPMG LLP, a registered public accounting firm, has issued an attestation report with respect to the Company's assessment of compliance as of and for the Period. WELLS FARGO BANK, NATIONAL ASSOCIATION By: /s/ Brian Bartlett Brian Bartlett Its: Executive Vice President Dated: February 29, 2008 EX-33 10 dal07002_33-8.txt EX-33.8 (logo) WELLS FARGO Wells Fargo Bank, NA Document Custody 1015 - 10th Avenue SE Minneapolis, MN 55014 ASSESSMENT OF COMPLIANCE WITH APPLICABLE SERVICING CRITERIA Corporate Trust Services division of Wells Fargo Bank, National Association (the "Company") is responsible for assessing compliance with the servicing criteria set forth in Item 1122(d) of Regulation AB promulgated by the Securities and Exchange Commission. The Company has determined that the servicing criteria are applicable in regards to the servicing platform as of and for the period as follows: Platform: Publicly-issued (i.e., transaction-level reporting required under the Securities Exchange Act of 1934, as amended) residential mortgage-backed securities and commercial mortgage-backed securities issued on or after January 1, 2006 for which the Company provides document custody services, excluding any publicly issued transactions issued by any government sponsored entity (the "Platform"). Applicable Servicing Criteria: The servicing criteria set forth in Item 1122(d)(1)(iv), 1122(d)(4)(i) and 1122(d)(4)(ii), in regard to the activities performed by the Company with respect to the Platform (the "Applicable Servicing Criteria"). Management of the Company has determined that all other servicing criteria set forth in Item 1122(d) are not applicable to the Platform. Period: As of and for the twelve months ended December 31, 2007 (the "Period"). With respect to the Platform and the Period, the Company provides the following assessment of compliance with respect to the Applicable Servicing Criteria: 1. The Company is responsible for assessing its compliance with the Applicable Servicing Criteria. 2. The Company has assessed compliance with the Applicable Servicing Criteria. In performing this assessment, the Company used the criteria set forth by the Securities and Exchange Commission in paragraph (d) of Item 1122 of Regulation AB. 3. Based on such assessment, as of and for the Period, the Company has complied, in all material respects with the Applicable Servicing Criteria. KPMG LLP, a registered public accounting firm, has issued an attestation report with respect to the Company's assessment of compliance as of and for the Period. WELLS FARGO BANK, NATIONAL ASSOCIATION By: /s/ Shari Gillund Its: Senior Vice President Dated: February 29, 2008 EX-34 11 dal07002_34-1.txt EX-34.1 (logo) KPMG KPMG LLP Suite 2000 355 South Grand Avenue Los Angeles, CA 90071-1568 Report of Independent Registered Public Accounting Firm The Board of Directors Countrywide Financial Corporation: We have examined management's assessment, included in the Assessment of Compliance with Applicable Servicing Criteria, that Countrywide Financial Corporation and certain of its subsidiaries, including its direct and indirect wholly owned subsidiaries, Countrywide Home Loans, Inc. (CHL), Countrywide Tax Services Corporation, Newport Management Corporation, and Countrywide Home Loans Servicing L.P., a wholly owned subsidiary of CHL (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 residential mortgage-backed securities (securities collateralized by residential mortgage loans, including prime, alternative loan products, subprime, HELOC, and closed seconds) issued on or after January 1, 2006 for which the Company provides cash collection and administration, investor remittances and reporting (except for those activities relating to trustee and paying agent services), and pool asset administration (except for those activities relating to custodial operations of pool assets and related documents), collectively, "Servicing Functions", excluding any transactions issued by any government sponsored enterprise for which the Company provides Servicing Functions (the Platform), as of and for the year ended December 31, 2007. The Platform includes all servicing criteria set forth in Schedule A to the Assessment of Compliance with Applicable Servicing Criteria except for the Inapplicable Servicing Criteria and portions of the criteria footnoted on that schedule, which are inapplicable to the Company based on the activities it performs with respect to the Platform. Management is responsible for the Company's compliance with those servicing criteria. Our responsibility is to express an opinion on management's assessment 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 selected asset-backed transactions and securities that comprise the Platform, testing selected 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 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. (page) In our opinion, management's assessment that the Company complied with the aforementioned servicing criteria as of and for the year ended December 31, 2007 is fairly stated in all material respects. /s/ KPMG LLP Los Angeles, California February 28, 2008 KPMG LLP, a U.S. limited liability partnership, is the U.S. member firm of KPMG International, a Swiss cooperative. 2 EX-34 12 dal07002_34-2.txt EX-34.2 (logo) KPMG LLP KPMG LLP 303 East Wacker Drive Chicago, IL 60601-5212 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 the accompanying management's assertion 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 mortgage-backed securities, commercial mortgage-backed securities and other asset-backed securities issued on or after January 1, 2006, for which the Company provides trustee, securities administration, paying agent or custodian 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, 2007. Servicing criterion 1122(d)(4)(iii) is applicable to the activities the Company performs with respect to the Platform only as it relates to the Company's obligation to report additions, removals or substitutions on reports to investors in accordance with the transactions agreements. With respect to applicable servicing criterion 1122(d)(1)(iii), management's assertion indicates that there were no activities performed during the twelve months ended December 31, 2007 with respect to the Platform, because there were no occurrence of events that would require the Company to perform such activities. 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 selected asset-backed transactions and securities that comprise the Platform, selected 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 (page) (logo) KPMG LLP prior to or subsequent to our tests that may have affected the balances or amounts calculated or reported by the Company during the period covered by this report for the selected transactions or any other transactions. We believe that our examination provides a reasonable basis for our opinion. Our examination does not provide a legal determination on the Company's compliance with the servicing criteria. As described in the accompanying management's assertion 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, 2007 is fairly stated, in all material respects. /s/ KPMG LLP Chicago, Illinois February 29, 2008 KPMG LLP, a U.S. limited liability partnership, is the U.S. member firm of KPMG International, a Swiss cooperative. EX-34 13 dal07002_34-3.txt EX-34.3 (logo) PRICEWATERHOUSECOOPERS PricewaterhouseCoopers LLP PricewaterhouseCoopers Center 300 Madison Avenue New York, NY 10017 Telephone (646) 471 3000 Facsimile (813) 286 6000 Report of Independent Registered Public Accounting Firm To the Board of Directors of Residential Capital, LLC: We have examined management's assertion, included in the accompanying Certification Regarding Compliance with Applicable Servicing Criteria, that GMAC Bank (the "Company"), a subsidiary of Residential Capital, LLC, complied with the servicing criteria set forth in Item 1122(d) of the Securities and Exchange Commission's Regulation AB for (i) all SEC-registered transactions closed on or after January 1, 2006 and (ii) unregistered transactions where the Company has agreed to prepare an assessment of compliance in conformity with Item 1122 of Regulation AB, for which the Company acted as Document Custodian and involving first and second lien mortgage loans and home equity loans (the "Platform"), as of and for the year ended December 31, 2007, excluding criteria 1122(d)(1)(i),(ii),(iii),(iv); 1122(d)(2)(i),(ii),(iii),(iv),(v),(vi),(vii); 1122(d)(3)(i),(ii),(iii),(iv); 1122(d)(4)(iii),(iv),(v),(vi),(vii),(viii),(ix), (x),(xi),(xii),(xiii),(xiv),(xv), which the Company has determined are not applicable to the servicing activities performed by it with respect to the Platform. Appendix B to management's assertion identifies the individual asset-backed transactions and securities defined by management as constituting the Platform. Management is responsible for the Company's compliance with the servicing criteria. Our responsibility is to express an opinion on management's assertion 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 selected asset-backed transactions and securities that comprise the Platform, testing of selected servicing activities related to the Platform, and determining whether the Company processed those selected transactions and performed those selected activities in compliance with the applicable servicing criteria. 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 detect noncompliance arising from errors that may have occurred 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. 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 applicable servicing criteria as of and for the year ended December 31, 2007 for the Platform is fairly stated, in all material respects. /s/ PricewaterhouseCoopers LLP March 17, 2008 EX-34 14 dal07002_34-4.txt EX-34.4 (logo) PRICEWATERHOUSECOOPERS PricewaterhouseCoopers LLP PricewaterhouseCoopers Center 300 Madison Avenue New York, NY 10017 Telephone (646) 471 3000 Facsimile (813) 286 6000 Report of Independent Registered Public Accounting Firm To the Board of Directors of Residential Capital, LLC: We have examined GMAC Mortgage, LLC (the "Company"), for itself and its affiliated servicing participant Homecomings Financial, LLC (both subsidiaries of Residential Capital, LLC), compliance with the servicing criteria set forth in Item 1122(d) of the Securities and Exchange Commission's Regulation AB for (i) all SEC-registered transactions closed on or after January 1, 2006 and (ii) unregistered transactions where the Company has agreed to prepare an assessment of compliance in conformity with Item 1122 of Regulation AB, for which the Company acted as a primary servicer and involving first and second lien mortgage loans and home equity loans (the "Platform") described in the accompanying Certification Regarding Compliance with Applicable Servicing Criteria, as of and for the year ended December 31, 2007, excluding criteria 1122(d)(1)(i),(iii); 1122(d)(3)(i),(ii),(iii),(iv); and 1122(d)(4)(i),(ii),(iii), which the Company has determined are not applicable to the servicing activities performed by it with respect to the Platform. Appendix B to management's assertion identifies the individual asset-backed transactions and securities defined by management as constituting the Platform. Management is responsible for the Company's compliance with the servicing criteria. Our responsibility is to express an opinion on 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 selected asset-backed transactions and securities that comprise the Platform, testing of selected servicing activities related to the Platform, and determining whether the Company processed those selected transactions and performed those selected activities in compliance with the applicable servicing criteria. 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 detect noncompliance arising from errors that may have occurred 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. 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. Our examination disclosed the following material noncompliance with the servicing criteria set forth in Item 1122(d)(2)(vii)(C) and (D) of Regulation AB applicable to the Company during the year ended December 31, 2007. Certain custodial account reconciliations were not reviewed within timelines outlined in the Company's policies and procedures, as required by criterion 1122(d)(2)(vii)(C). Certain custodial accounts had reconciling items which were not resolved within 90 calendar days of original identification, as required by criterion 1122(d)(2)(vii)(D). (page) In our opinion, except for the material noncompliance described in the preceding paragraph, the Company complied with the aforementioned applicable servicing criteria as of and for the year ended December 31, 2007 for the Platform, in all material respects. /s/ PricewaterhouseCoopers LLP March 17, 2008 2 EX-34 15 dal07002_34-5.txt EX-34.5 (logo) KPMG KPMG LLP 2500 Ruan Center 666 Grand Avenue Des Moines, IA 50309 Report of Independent Registered Public Accounting Firm The Board of Directors Wells Fargo Bank, N.A.: We have examined management's assessment, included in the accompanying 2007 Certification Regarding Compliance with Applicable Servicing Criteria, that Wells Fargo Bank, N.A. (the Company) complied with the servicing criteria set forth in Item 1122(d) of the Securities and Exchange Commission's Regulation AB for its primary servicing of residential mortgage loans by its Wells Fargo Home Mortgage division, other than the servicing of such loans for Freddie Mac, Fannie Mae, Ginnie Mae, state and local bond programs, or a Federal Home Loan Bank (the Platform), except for servicing criteria 1122(d)(1)(iii) and 1122(d)(4)(xv), which the Company has determined are not applicable to the activities it performs with respect to the Platform, as of and for the year ended December 31, 2007. Management is responsible for the Company's compliance with those servicing criteria. Our responsibility is to express an opinion on management's assessment 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 selected asset-backed transactions and securities that comprise the Platform, testing selected servicing activities related to the Platform, and determining whether the Company processed those selected transactions and performed those selected activities in compliance with the servicing criteria. Furthermore, our procedures were limited to the selected transactions and servicing activities performed by the Company during the period covered by this report. Our procedures were not designed to determine whether errors may have occurred either prior to or subsequent to our tests that may have affected the balances or amounts calculated or reported by the Company during the period covered by this report for the selected transactions or any other transactions. We believe that our examination provides a reasonable basis for our opinion. Our examination does not provide a legal determination on the Company's compliance with the servicing criteria. As described in the accompanying 2007 Certification Regarding Compliance with Applicable Servicing Criteria, for servicing criteria 1122(d)(2)(i), 1122(d)(2)(vi), 1122(d)(4)(iv), 1122(d)(4)(xi), and 1122(d)(4)(xiii), the Company has engaged various vendors to perform the activities required by these servicing criteria. The Company has determined that none of these vendors is 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. (page) (logo) KPMG In our opinion, management's assessment that the Company complied with the aforementioned servicing criteria, including servicing criteria 1122(d)(2)(i), 1122(d)(2)(vi), 1122(d)(4)(iv), 1122(d)(4)(xi), and 1122(d)(4)(xiii) for which compliance is determined based on Interpretation 17.06 as described above, as of and for the year ended December 31, 2007 is fairly stated, in all material respects. /s/ KPMG LLP Des Moines, Iowa February 25, 2008 KPMG LLP, a U.S. limited liability partnership, is the U.S. member firm of KPMG International, a Swiss cooperative EX-34 16 dal07002_34-6.txt EX-34.6 (logo) KPMG KPMG LLP 303 East Wacker Drive Chicago, IL 60601-5212 Report of Independent Registered Public Accounting Firm The Board of Directors The Corporate Trust Services division of Wells Fargo Bank, National Association: We have examined the accompanying management's assertion, that The Corporate Trust Services division of Wells Fargo Bank, National Association (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 initially required under the Securities Exchange Act of 1934, as amended) residential mortgage-backed securities, commercial mortgage-backed securities and other asset-backed securities, for which the Company provides master servicing, trustee, securities administration or paying agent services, excluding transactions issued by any agency or instrumentality of the U.S. government or any government sponsored entity and further excluding the transactions issued prior to 2006 for which Wells Fargo outsources all material servicing activities (as defined by Regulation AB) (the Platform), except for servicing criteria 1122(d)(4)(ii), 1122(d)(4)(iv), 1122(d)(4)(v), 1122(d)(4)(viii), 1122(d)(4)(ix), 1122(d)(4)(x), 1122(d)(4)(xi), 1122(d)(4)(xii) and 1122(d)(4)(xiii), which the Company has determined are not applicable to the activities it performs with respect to the Platform, as of and for the twelve months ended December 31, 2007. Management is responsible for the Company's compliance with those servicing criteria. Our responsibility is to express an opinion on management's assessment 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 selected asset-backed transactions and securities that comprise the Platform, testing selected servicing activities related to the Platform, and determining whether the Company processed those selected transactions and performed those selected activities in compliance with the servicing criteria. Furthermore, our procedures were limited to the selected transactions and servicing activities performed by the Company during the period covered by this report. Our procedures were not designed to determine whether errors may have occurred either prior to or subsequent to our tests that may have affected the balances or amounts calculated or reported by the Company during the period covered by this report for the selected transactions or any other transactions. We believe that our examination provides a reasonable basis for our opinion. Our examination does not provide a legal determination on the Company's compliance with the servicing criteria. As described in the accompanying management's Assessment of Compliance With Applicable Servicing Criteria, for servicing criteria 1122(d)(4)(i), the Company has engaged various vendors to perform the activities required by these servicing criteria. The Company has determined that these vendors are not considered a "servicer" as defined in Item 1101(j) of Regulation AB, and the Company has elected to take responsibility for assessing compliance with the servicing criteria applicable to each vendor as permitted by Interpretation 17.06 of the SEC Division of Corporation Finance Manual of Publicly Available Telephone Interpretations ("Interpretation 17.06"). As permitted by Interpretation 17.06, the Company has (page) (logo) KPMG 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)(4)(i) for which compliance is determined based on Interpretation 17.06 as described above, as of and for the twelve months ended December 31, 2007 is fairly stated, in all material respects. /s/ KPMG LLP Chicago, Illinois February 29, 2008 KPMG LLP, a U.S. limited liability partnership, is the U.S. member firm of KPMG International, a Swiss cooperative. EX-34 17 dal07002_34-7.txt EX-34.7 (logo) KPMG KPMG LLP 303 East Wacker Drive Chicago, IL 60601-5212 Report of Independent Registered Public Accounting Firm The Board of Directors The Corporate Trust Services division of Wells Fargo Bank, National Association: We have examined the accompanying management's assertion, that The Corporate Trust Services division of Wells Fargo Bank, National Association (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 initially required under the Securities Exchange Act of 1934, as amended) residential mortgage-backed securities, commercial mortgage-backed securities and other asset-backed securities, for which the Company provides master servicing, trustee, securities administration or paying agent services, excluding transactions issued by any agency or instrumentality of the U.S. government or any government sponsored entity and further excluding the transactions issued prior to 2006 for which Wells Fargo outsources all material servicing activities (as defined by Regulation AB) (the Platform), except for servicing criteria 1122(d)(4)(ii), 1122(d)(4)(iv), 1122(d)(4)(v), 1122(d)(4)(viii), 1122(d)(4)(ix), 1122(d)(4)(x), 1122(d)(4)(xi), 1122(d)(4)(xii) and 1122(d)(4)(xiii), which the Company has determined are not applicable to the activities it performs with respect to the Platform, as of and for the twelve months ended December 31, 2007. Management is responsible for the Company's compliance with those servicing criteria. Our responsibility is to express an opinion on management's assessment 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 selected asset-backed transactions and securities that comprise the Platform, testing selected servicing activities related to the Platform, and determining whether the Company processed those selected transactions and performed those selected activities in compliance with the servicing criteria. Furthermore, our procedures were limited to the selected transactions and servicing activities performed by the Company during the period covered by this report. Our procedures were not designed to determine whether errors may have occurred either prior to or subsequent to our tests that may have affected the balances or amounts calculated or reported by the Company during the period covered by this report for the selected transactions or any other transactions. We believe that our examination provides a reasonable basis for our opinion. Our examination does not provide a legal determination on the Company's compliance with the servicing criteria. As described in the accompanying management's Assessment of Compliance With Applicable Servicing Criteria, for servicing criteria 1122(d)(4)(i), the Company has engaged various vendors to perform the activities required by these servicing criteria. The Company has determined that these vendors are not considered a "servicer" as defined in Item 1101(j) of Regulation AB, and the Company has elected to take responsibility for assessing compliance with the servicing criteria applicable to each vendor as permitted by Interpretation 17.06 of the SEC Division of Corporation Finance Manual of Publicly Available Telephone Interpretations ("Interpretation 17.06"). As permitted by Interpretation 17.06, the Company has (page) (logo) KPMG 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)(4)(i) for which compliance is determined based on Interpretation 17.06 as described above, as of and for the twelve months ended December 31, 2007 is fairly stated, in all material respects. /s/ KPMG LLP Chicago, Illinois February 29, 2008 KPMG LLP, a U.S. limited liability partnership, is the U.S. member firm of KPMG International, a Swiss cooperative. EX-34 18 dal07002_34-8.txt EX-34.8 (logo) KPMG KPMG LLP 303 East Wacker Drive Chicago, IL 60601-5212 Report of Independent Registered Public Accounting Firm The Board of Directors The Corporate Trust Services division of Wells Fargo Bank National Association: We have examined the accompanying management's assertion, that The Corporate Trust Services division of Wells Fargo Bank, National Association (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 mortgage-backed securities and commercial mortgage-backed securities issued on or after January 1, 2006 for which the Company provides document custody services, excluding any publicly issued transactions issued by any government sponsored entity (the Platform) as of and for the twelve months ended December 31, 2007. Management has determined that servicing criteria 1122(d)(1)(iv), 1122(d)(4)(i) and 1122(d)(4)(ii) are applicable to the activities it performs with respect to the Platform, and that all other servicing criteria set forth in Item 1122(d) are not applicable to the document custody services provided by the Company with respect to the Platform. Management is responsible for the Company's compliance with those servicing criteria. Our responsibility is to express an opinion on management's assertion about the Company's compliance based on our examination. Our examination was conducted in accordance with the standards of the Public Company Accounting Oversight Board (United States) and, accordingly, included examining, on a test basis, evidence about the Company's compliance with the servicing criteria specified above and performing such other procedures as we considered necessary in the circumstances. Our examination included testing selected asset-backed transactions and securities that comprise the Platform, testing selected servicing activities related to the Platform, and determining whether the Company processed those selected transactions and performed those selected activities in compliance with the servicing criteria. Furthermore, our procedures were limited to the selected transactions and servicing activities performed by the Company during the period covered by this report. Our procedures were not designed to determine whether errors may have occurred either prior to or subsequent to our tests that may have affected the balances or amounts calculated or reported by the Company during the period covered by this report for the selected transactions or any other transactions. We believe that our examination provides a reasonable basis for our opinion. Our examination does not provide a legal determination on the Company's compliance with the servicing criteria. In our opinion, management's assertion that the Company complied with the aforementioned servicing criteria as of and for the period ended December 31, 2007 is fairly stated, in all material respects. /s/ KPMG LLP Chicago, Illinois February 29, 2008 KPMG LLP, a U.S. limited liability partnership, is the U.S. member firm of KPMG International, a Swiss cooperative. EX-35 19 dal07002_35-1.txt EX-35.1 (logo) Countrywide HOME LOANS 400 Countrywide Way Simi Valley, California 93065-6298 March 24, 2008 Wells Fargo Bank Attn: Pamela D. Pendarvis 9062 Old Annapolis Road Columbia, MD 21045 OFFICER'S CERTIFICATE I, Joseph Candelario, hereby certify that I am an officer of Countrywide Home Loans, Inc. and Countrywide Home Loans Servicing LP (the "Servicer"). I further certify, with respect to the applicable servicing agreement relating to the securitization transactions(s) set forth on Exhibit A attached hereto (the "Servicing Agreement") that: (a) A review of the activities of the Servicer during the preceding calendar year and of the performance of the Servicer under the Servicing Agreement has been made under my supervision; and (b) To the best of my knowledge, based on such review, the Servicer has fulfilled all of its obligations under the Servicing Agreement in all material respects throughout such year. /s/ Joseph Candelario Joseph Candelario First Vice President Compliance Officer Loan Administration March 24, 2008 (page) Exhibit A - Securitized Transaction(s) Wells Fargo Bank, N.A. - 9062 Old Annapolis Rd, BSARM 2007-1 BSARM 2007-4 (page) Exhibit A - Securitized Transaction(s) Wells Fargo Bank, N.A. - 9062 Old Annapolis Rd. BCAP 2007-AA5 Harborview 2007-7 (page) Exhibit A - Securitized Transaction(s) Wells Fargo Bank, N.A. - 9062 Old Annapolis Rd. ACE 2007-HE2 ACE 2007-HE2 ACE 2007-HE4 ACE 2007-HE4 ACE 2007-WM1 ACE 2007-WM1 ARMT 2007-1 ARMT 2007-1 ARMT 2007-3 BAFC 2007-1 BAFC 2007-1 BAFC 2007-3 BAFC 2007-3 BAFC 2007-4 BAFC 2007-4 BAFC 2007-7 BAFC 2007-7 BAFC 2007-A BAFC 2007-A BAFC 2007-B BAFC 2007-B BAFC 2007-C BAFC 2007-C BSAAT 2007-1 BSAAT 2007-1 BSABS 2007-AC4 BSABS 2007-SD3 (page) Exhibit A - Securitized Transaction(s) Wells Fargo Bank, N.A. - 9062 Old Annapolis Rd. BSABS 2007-SD3 BSABS 2007-SD4 BSABS 2007-SD4 BSALTA 2007-1 BSALTA 2007-1 BSALTA 2007-3 or BALTA 2007-3 BSALTA 2007-3 or BALTA 2007-3 BSARM 2007-2 BSARM 2007-2 BSARM 2007-3 BSARM 2007-5 BSSP 2007-R6 BSSP 2007-R6 CMLTI 2007-AMC2 CMLTI 2007-AMC2 CSAB 2007-1 CSAB 2007-1 CSAB 2007-2 CSAB 2007-2 CSARMT 2007-1 CSARMT 2007-1 CSARMT 2007-2 CSARMT 2007-2 CSARMT 2007-3 CSARMT 2007-3 CSMC 2007-1 CSMC 2007-1 (page) Exhibit A - Securitized Transaction(s) Wells Fargo Bank, N.A. - 9062 Old Annapolis Rd. CSMC 2007-2 CSMC 2007-2 CSMC 2007-3 CSMC 2007-3 CSMC 2007-4 CSMC 2007-4 CSMC 2007-5 CSMC 2007-5 CSMC 2007-6 CSMC 2007-6 CSMC 2007-7 DBALT 2007-1 DBALT 2007-1 DBALT 2007-2 DBALT 2007-2 DBALT 2007-3 DBALT 2007-AB1 DBALT 2007-AB1 DBALT 2007-AR1 DBALT 2007-AR1 DBALT 2007-AR2 DBALT 2007-AR2 DBALT 2007-AR3 DBALT 2007-AR3 DBALT 2007-BAR1 DBALT 2007-BAR1 DBALT 2007-OA1 (page) Exhibit A - Securitized Transaction(s) Wells Fargo Bank, N.A. - 9062 Old Annapolis Rd. DBALT 2007-OA1 DBALT 2007-OA2 DBALT 2007-OA2 DBALT 2007-OA3 DBALT 2007-OA3 DBALT 2007-OA4 DBALT 2007-OA4 DBALT 2007-OA5 DBALT 2007-OA5 GSAA 2007-1 GSAA 2007-1 GSAA 2007-3 GSAA 2007-3 GSAA 2007-5 GSAA 2007-5 GSAA 2007-6 GSAA 2007-6 GSR 2007-4F GSR 2007-4F GSR 2007-5F GSR 2007-AR1 GSR 2007-AR1 GSR 2007-AR2 GSR 2007-AR2 GSR 2007-OA1 GSR 2007-OA1 HALO 2007-2 (page) Exhibit A - Securitized Transaction(s) Wells Fargo Bank, N.A. - 9062 Old Annapolis Rd. HALO 2007-AR2 HALO 2007-AR2 HARBORVIEW 2007-1 HARBORVIEW 2007-1 HARBORVIEW 2007-4 HARBORVIEW 2007-4 HARBORVIEW 2007-6 HARBORVIEW 2007-6 Harborview 2007-7 HASCO 2007-HE1 HASCO 2007-HE1 HASCO 2007-HE2 HASCO 2007-HE2 HASCO 2007-NC1 HASCO 2007-NC1 JPALT 2007-A2 JPALT 2007-A2 JPALT 2007-S1 JPALT 2007-S1 JPMMT 2007-A3 JPMMT 2007-A3 JPMMT 2007-A4 JPMMT 2007-A4 JPMMT 2007-S1 JPMMT 2007-S1 JPMMT 2007-S2 JPMMT 2007-S2 (page) Exhibit A - Securitized Transaction(s) Wells Fargo Bank, N.A. - 9062 Old Annapolis Rd. JPMMT 2007-S3 JPMMT 2007-S3 LMT 2007-5 LMT 2007-5 MALT 2007-1 MALT 2007-1 MANA 2007-A2 MANA 2007-A2 MANA 2007-AF1 MANA 2007-AF1 MANA 2007-OAR2 MANA 2007-OAR2 MANA 2007-OAR5 MANA 2007-OAR5 MARM 2007-2 MARM 2007-2 MARM 2007-3 MARM 2007-3 MASTR 2007-1 MLMBS 2007-1 MLMBS 2007-1 MLMBS 2007-3 MLMBS 2007-3 MSAC 2007-HE4 MSAC 2007-HE5 MSAC 2007-HE5 MSAC 2007-HE6 (page) Exhibit A - Securitized Transaction(s) Wells Fargo Bank, N.A. - 9062 Old Annapolis Rd. MSAC 2007-HE6 MSAC 2007-HE7 MSAC 2007-HE7 MSAC 2007-NC2 MSAC 2007-NC2 MSAC 2007-NC3 MSAC 2007-NC3 MSHEL 2007-2 MSHEL 2007-2 MSSTI 2007-1 MSSTI 2007-1 SAMI 2007-AR1 SAMI 2007-AR1 SAMI 2007-AR3 SAMI 2007-AR3 SAMI II 2007-AR1 SAMI II 2007-AR1 SARM 2007-1 SARM 2007-2 SARM 2007-3 SARM 2007-4 Sequoia 2007-1 Soundview 2007-1 Soundview 2007-WMC1 Thornburg 2006-6 Thornburg 2006-6 Thornburg 2007-3 (page) Exhibit A - Securitized Transaction(s) Wells Fargo Bank, N.A. - 9062 Old Annapolis Rd. Thornburg 2007-3 (page) Exhibit A - Securitized Transaction(s) WELLS FARGO BANK, N.A - 9062 Old Annapolis Road Thornburg 2007-5 Thornburg 2007-5 EX-35 20 dal07002_35-2.txt EX-35.2 (logo)GMAC Mortgage SERVICER COMPLIANCE STATEMENT (Item 1123) GMAC Mortgage, LLC DBALT 07-2 The undersigned, a duly authorized officer of GMAC Mortgage, LLC, as servicer (the "Servicer") pursuant to the applicable servicing agreement, does hereby certify that: 1. A review of the Servicer's activities during the period covered by the Issuing Entity's report on Form 10-K and of the Servicer's performance under the applicable servicing agreement has been made under my supervision. 2. To the best of my knowledge, based on such review, the Servicer has fulfilled all of its obligations under the applicable servicing agreement in all material respects throughout such period. IN WITNESS WHEREOF, the undersigned has duly executed this Certificate this 17th day of March 2008. By:/s/ Anthony N. Renzi Name: Anthony N. Renzi Title: Executive Vice President GMAC Mortgage, LLC 1100 Virginia Drive Ft. Washington, PA 19034 EX-35 21 dal07002_35-3.txt EX-35.3 (logo) WELLS FARGO HOME MORTGAGE Wells Fargo Home Mortgage One Home Campus Des Moines, IA 50328-0001 Wells Fargo Bank, N.A. Servicer Compliance Statement 1. I, John B. Brown, Senior Vice President of Wells Fargo Bank, N.A. ("Wells Fargo") hereby state that a review of the activities of Wells Fargo during the calendar year 2007 and of Wells Fargo's performance under the servicing agreement(s) listed on the attached Exhibit A (the "Servicing Agreements)") has been made under my supervision. 2. To the best of my knowledge, based on such review, Wells Fargo has fulfilled all of its obligations under the Servicing Agreement(s) in all material respects throughout 2007. /s/ John B. Brown John B. Brown Senior Vice President Wells Fargo Bank, N.A. February 29, 2008 Wells Fargo Home Mortgage is a division of Wells Fargo Bank, N.A. (page)
Client INV# INV MASTER SERVICER/TRUSTEE DEAL NAME 106 X22 DEUTSCHE PMSR ACE 07-HE3 WFB CORPORATE TRUST ACE 2007-HE3 106 420 CSMC PMSR ARMT 2007-1 WFB CORPORATE TRUST ARMT 2007-1 106 585 CSMC SUB ARMT 2007-1 WFB CORPORATE TRUST ARMT 2007-1 106 Q06 WACH PMSR CS ARMT 07-1 WFB CORPORATE TRUST ARMT 2007-1 708 C75 CREDIT SUISSE WFB CORPORATE TRUST ARMT 2007-2 106 440 CSMC PMSR ARMT 2007-2 WFB CORPORATE TRUST ARMT 2007-2 106 587 CSMC SUB ARMT 2007-2 WFB CORPORATE TRUST ARMT 2007-2 106 433 CSMC PMSR ARMT 2007-3 WFB CORPORATE TRUST ARMT 2007-3 106 588 CSMC SUB ARMT 2007-3 WFB CORPORATE TRUST ARMT 2007-3 106 S07 BOA PMSR BAFC 2007-1 WFB CORPORATE TRUST BAFC 2007-1 708 878 BANK OF AMERICA WFB CORPORATE TRUST BAFC 2007-1/GROUP 1 708 C24 BANK OF AMERICA WFB CORPORATE TRUST BAFC 2007-2 106 S08 BOA PMSR BAFC 2007-2 WFB CORPORATE TRUST BAFC 2007-2 708 C81 BANK OF AMERICA WFB CORPORATE TRUST BAFC 2007-3 106 S11 BOA PMSR BAFC 2007-3 TC WFB CORPORATE TRUST BAFC 2007-3 TC 708 D00 BANK OF AMERICA WFB 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TRUST BAYVIEW 2007-B 936 H27 BAYVIEW WFB CORPORATE TRUST BAYVIEW 2007-B 708 D15 EMC WFB CORPORATE TRUST BSAAT 2007-1 708 COO EMC WFB CORPORATE TRUST BSABS 2007-1 708 C78 EMC WFB CORPORATE TRUST BSABS 2007-2 591 C25 EMC WFB CORPORATE TRUST BSABS 2007-SD2 685 C25 EMC WFB CORPORATE TRUST BSABS 2007-SD2 708 C25 EMC WFB CORPORATE TRUST BSABS 2007-SD2 106 V58 EMC SUB BSABS 2007-SD2 WFB CORPORATE TRUST BSABS 2007-SD2 106 V59 EMC SUB BSABS 2007-SD3 WFB CORPORATE TRUST BSABS 2007-SD3 N/A N/A EMC WFB CORPORATE TRUST BSALTA 2007-2 N/A N/A EMC WFB CORPORATE TRUST BSALTA 2007-3 106 C23 CITIGROUP PMSR BSARM 07-2 WFB CORPORATE TRUST BSARM 2007-2 106 C34 CITIGROUP PMSR BSARM 07-2 WFB CORPORATE TRUST BSARM 2007-2 708 C42 EMC WFB CORPORATE TRUST BSARM 2007-2 708 C22 EMC WFB CORPORATE TRUST BSARM 2007-1 708 C84 CSMC WFB CORPORATE TRUST CSAB 2007-1 106 441 CSMC PMSR CSAB 2007-1 WFB CORPORATE TRUST CSAB 2007-1 106 592 CSMC SUB CSMC CSAB 2007-1 WFB CORPORATE TRUST CSAB 2007-1 106 435 CSMC PMSR CSMC 2007-03 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708 D19 GOLDMAN SACHS WFB CORPORATE TRUST GSAA 2007-7 708 H74 GOLDMAN SACHS WFB CORPORATE TRUST GSAA 2007-8 106 423 CS PMSR GSR 07-1F WFB CORPORATE TRUST GSR 2007-1F 708 C19 GOLDMAN SACHS WFB CORPORATE TRUST GSR 2007-1F 106 432 CSMC PMSR GSR 2007-2F WFB CORPORATE TRUST GSR 2007-2F 708 C46 GOLDMAN SACHS WFB CORPORATE TRUST GSR 2007-2F 106 438 CSMC PMSR GSR 2007-3F WFB CORPORATE TRUST GSR 2007-3F 708 C64 GOLDMAN SACHS WFB CORPORATE TRUST GSR 2007-3F 106 449 CSMC PMSR GSR 2007-4F WFB CORPORATE TRUST GSR 2007-4F 708 D22 GOLDMAN SACHS WFB CORPORATE TRUST GSR 2007-4F 106 455 CSMC PMSR GSR 2007-5F WFB CORPORATE TRUST GSR 2007-5F 685 H12 GOLDMAN SACHS WFB CORPORATE TRUST GSR 2007-5F 708 H12 GOLDMAN SACHS WFB CORPORATE TRUST GSR 2007-5F 708 C14 GOLDMAN SACHS WFB CORPORATE TRUST GSR 2007-AR1 591 C80 GOLDMAN SACHS WFB CORPORATE TRUST GSR 2007-AR2 708 C80 GOLDMAN SACHS WFB CORPORATE TRUST GSR 2007-AR2 106 213 HSBC WFB CORPORATE TRUST HALO 2007-2 106 211 HSBC PMSR HALO 2007-AR2 WFB CORPORATE TRUST 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CORPORATE TRUST MSSTI 2007-1 708 C79 NOMURA WFB CORPORATE TRUST NAAC 2007-1 106 830 NOMURA WFB CORPORATE TRUST NAAC 2007-2 106 829 NOMURA PMSR NAAC 2007-3 WFB CORPORATE TRUST NAAC 2007-3 708 873 NOMURA WFB CORPORATE TRUST NHEL 2007-1 708 C17 NOMURA WFB CORPORATE TRUST NHEL 2007-2 708 C71 NOMURA WFB CORPORATE TRUST NHEL 2007-3 106 825 NOMURA PMSR NHEL 2007-AE1 WFB CORPORATE TRUST NHEL 2007-AF1 708 C26 GREENWICH WFB CORPORATE TRUST RBSGC 2007-B 106 U09 GREENWICH PMSR RBSGC 07-B WFB CORPORATE TRUST RBSGC 2007-B 708 D05 REDWOOD TRUST WFB CORPORATE TRUST SEMT 2007-2 708 D25 REDWOOD TRUST WFB CORPORATE TRUST SEMT 2007-3 708 H18 REDWOOD TRUST WFB CORPORATE TRUST SEMT 2007-4 106 U08 GREENWICH PMSR SOUNDVIEW WFB CORPORATE TRUST SOUNDVIEW 2007-1 106 U10 GREENWICH PMSR SOUNDVIEW WFB CORPORATE TRUST SOUNDVIEW 2007-2 708 C93 UBS WFB CORPORATE TRUST STARM 2007-3 591 157 THORNBURG WFB CORPORATE TRUST TMST 2007-3 N/A N/A WFMBS WFB CORPORATE TRUST WFALT 2007-PA1 N/A N/A WFMBS WFB CORPORATE TRUST WFALT 2007-PA2 N/A N/A WFMBS WFB CORPORATE TRUST WFALT 2007-PA3 N/A N/A WFMBS WFB CORPORATE TRUST WFALT 2007-PA4 N/A N/A WFMBS WFB CORPORATE TRUST WFALT 2007-PA5 N/A N/A WFMBS WFB CORPORATE TRUST WFALT 2007-PA6 708 C23 WF HE TRUST WFB CORPORATE TRUST WFHET 2007-1 708 C62 WE HE TRUST WFB CORPORATE TRUST WFHET 2007-2 (page) N/A N/A WFMBS WFB CORPORATE TRUST WFMBS 2007-10 N/A N/A WFMBS WFB CORPORATE TRUST WFMBS 2007-11 N/A N/A WFMBS WFB CORPORATE TRUST WFMBS 2007-12 N/A N/A WFMBS WFB CORPORATE TRUST WFMBS 2007-13 N/A N/A WFMBS WFB CORPORATE TRUST WFMBS 2007-14 N/A N/A WFMBS WFB CORPORATE TRUST WFMBS 2007-15 N/A N/A WFMBS WFB CORPORATE TRUST WFMBS 2007-16 N/A N/A WFMBS WFB CORPORATE TRUST WFMBS 2007-17 N/A N/A WFMBS WFB CORPORATE TRUST WFMBS 2007-2 NJA N/A WFMBS WFB CORPORATE TRUST WFMBS 2007-2007-1 N/A N/A WFMBS WFB CORPORATE TRUST WFMBS 2007-3 N/A N/A WFMBS WFB CORPORATE TRUST WFMBS 2007-4 N/A N/A WFMBS WFB CORPORATE TRUST WFMBS 2007-5 N/A N/A WFMBS WFB CORPORATE TRUST WFMBS 2007-6 N/A N/A WFMBS WFB CORPORATE TRUST WFMBS 2007-7 N/A N/A WFMBS WFB CORPORATE TRUST WFMBS 2007-8 N/A N/A WFMBS WFB CORPORATE TRUST WFMBS 2007-9 N/A N/A WFMBS WFB CORPORATE TRUST WFMBS 2007-AR3 N/A N/A WFMBS WFB CORPORATE TRUST WFMBS 2007-AR4 N/A N/A WFMBS WFB CORPORATE TRUST WFMBS 2007-AR5 N/A N/A WFMBS WFB CORPORATE TRUST WFMBS 2007-AR6 N/A N/A WFMBS WFB CORPORATE TRUST WFMBS 2007-AR7 N/A N/A WFMBS WFB CORPORATE TRUST WFMBS 2007-AR8 N/A N/A WFMBS WFB CORPORATE TRUST WFMBS 2007-AR9 N/A N/A WFMBS WFB CORPORATE TRUST BSABS 2007-SD1 N/A N/A WFMBS WFB CORPORATE TRUST BSABS 2007-AC1 N/A N/A WFMBS WFB CORPORATE TRUST BSP 2007-R06 N/A N/A WFMBS WFB CORPORATE TRUST BSAAT 2007-1 N/A N/A WFMBS WFB CORPORATE TRUST BST 2007-4 N/A N/A WFMBS WFB CORPORATE TRUST MSM 2007-12 N/A N/A WFMBS WFB CORPORATE TRUST WFMBS 2007-A10
EX-35 22 dal07002_35-4.txt EX-35.4 (logo) WELLS FARGO Corporate Trust Services MAC N2702-011 9062 Old Annapolis Road Columbia, MD 21045 410 884-2000 410 715-2380 Fax Wells Fargo Bank, N.A. Ace Securities Corporation AMACAR GROUP 6525 Morrison Boulevard, Suite 318 Charlotte, NC 28211 RE: Annual Statement as to Compliance The undersigned, a duly authorized officer of Wells Fargo Bank, National Association ("Wells Fargo"), hereby certifies as follows for the calendar year 2007 or applicable portion thereof (the "Reporting Period"): (a) a review of Wells Fargo's activities as Master Servicer and/or Securities Administrator under the servicing agreement(s) listed on Schedule A hereto (the "Servicing Agreement(s)") has been made under my supervision; and (b) to the best of my knowledge, based on such review Wells Fargo has fulfilled all of its obligations under the Servicing Agreement(s) in all material respects throughout the Reporting Period. February 25, 2008 /s/ Kristen Ann Cronin Kristen Ann Cronin Vice President (page) (logo) WELLS FARGO Corporate Trust Services MAC N2702-011 9062 Old Annapolis Road Columbia, MD 21045 410 884-2000 410 715-2380 Fax Wells Fargo Bank, N.A. Schedule A List of Servicing Agreement(s) and Series 1 Pooling and Servicing Agreement for PHH Alternative Mortgage Trust, Series 2007-3, Wells Fargo Bank, N.A. as Master Servicer and Securities Administrator, as applicable 2 Pooling and Servicing Agreement for ACE Securities Corp. Mortgage Loan Trust, Series 2007-D1, Wells Fargo Bank, N.A. as Master Servicer and Securities Administrator, as applicable 3 Pooling and Servicing Agreement for ACE Securities Corp. Home Equity Loan Trust, Series 2007-SL2, Asset Backed Pass-Through Certificates, Wells Fargo Bank, N.A. as Master Servicer and Securities Administrator, as applicable 4 Pooling and Servicing Agreement for ACE Securities Corp. Home Equity Loan Trust, Series 2007-WM2, Asset Backed Pass-Through Certificates, Wells Fargo Bank, N.A. as Master Servicer and Securities Administrator, as applicable 5 Pooling and Servicing Agreement for ACE Securities Corp. Home Equity Loan Trust, Series 2007-WM1 Asset Backed Pass-Through Certificates, Wells Fargo Bank, N.A. as Master Servicer and Securities Administrator, as applicable 6 Pooling and Servicing Agreement for ACE Securities Corp. Home Equity Loan Trust, Series 2007-SL1, Asset Backed Pass-Through Certificates, Wells Fargo Bank, N.A. as Master Servicer and Securities Administrator, as applicable 7 Pooling and Servicing Agreement for ACE Securities Corp. Home Equity Loan Trust, Series 2007-HE4 Asset Backed Pass-Through Certificates, Wells Fargo Bank, N.A. as Master Servicer and Securities Administrator, as applicable 8 Pooling and Servicing Agreement for Deutsche Alt-A Securities Mortgage Loan Trust, Series 2007-3, Wells Fargo Bank, N.A. as Master Servicer and Securities Administrator, as applicable 9 Pooling and Servicing Agreement for ACE Securities Corp. Home Equity Loan Trust, Series 2006-SD3, Asset Backed Pass-Through Certificates, Wells Fargo Bank, N.A. as Master Servicer and Securities Administrator, as applicable 10 Pooling and Servicing Agreement for ACE Securities Corp. Home Equity Loan Trust, Series 2006-ASAP6, Asset Backed Pass-Through Certificates, Wells Fargo Bank, N.A. as Master Servicer and Securities Administrator, as applicable 11 Pooling and Servicing Agreement for ACE Securities Corp. Home Equity Loan Trust, Series 2006-ASAP3, Asset Backed Pass-Through Certificates, Wells Fargo Bank, N.A. as Master Servicer and Securities Administrator, as applicable (page) (logo) WELLS FARGO Corporate Trust Services MAC N2702-011 9062 Old Annapolis Road Columbia, MD 21045 410 884-2000 410 715-2380 Fax Wells Fargo Bank, N.A. 12 Pooling and Servicing Agreement for ACE Securities Corp. Home Equity Loan Trust, Series 2007-HE1 Asset Backed Pass-Through Certificates, Wells Fargo Bank, N.A. as Master Servicer and Securities Administrator, as applicable 13 Pooling and Servicing Agreement for ACE Securities Corp. Home Equity Loan Trust, Series 2006-OP1, Asset Backed Pass-Through Certificates, Wells Fargo Bank, N.A. as Master Servicer and Securities Administrator, as applicable 14 Pooling and Servicing Agreement for ACE Securities Corp. Home Equity Loan Trust, Series 2006-SL4, Asset Backed Pass-Through Certificates, Wells Fargo Bank, N.A. as Master Servicer and Securities Administrator, as applicable 15 Pooling and Servicing Agreement for Deutsche Alt-A Securities Mortgage Loan Trust, Series 2007-4, Wells Fargo Bank, N.A. as Master Servicer and Securities Administrator, as applicable 16 Pooling and Servicing Agreement for ACE Securities Corp. Home Equity Loan Trust, Series 2007-ASAP1, Asset Backed Pass-Through Certificates, Wells Fargo Bank, N.A. as Master Servicer and Securities Administrator, as applicable 17 Pooling and Servicing Agreement for SunTrust Acquisition Closed-End Seconds Trust, Series 2007-1 Asset Backed Pass-Through Certificates, Wells Fargo Bank, N.A. as Master Servicer and Securities Administrator, as applicable 18 Pooling and Servicing Agreement for Deutsche Alt-A Securities Mortgage Loan Trust, Series 2007-1, Wells Fargo Bank, N.A. as Master Servicer and Securities Administrator, as applicable 19 Pooling and Servicing Agreement for ACE Securities Corp. Home Equity Loan Trust, Series 2007-HE3, Asset Backed Pass-Through Certificates, Wells Fargo Bank, N.A. as Master Servicer and Securities Administrator, as applicable 20 Pooling and Servicing Agreement for ACE Securities Corp. Home Equity Loan Trust, Series 2007-ASAP2, Asset Backed Pass-Through Certificates, Wells Fargo Bank, N.A. as Master Servicer and Securities Administrator, as applicable 21 Pooling and Servicing Agreement for ACE Securities Corp. Home Equity Loan Trust, Series 2007-HE5 Asset Backed Pass-Through Securities, Wells Fargo Bank, N.A. as Master Servicer and Securities Administrator, as applicable 22 Pooling and Servicing Agreement for ACE Securities Corp. Home Equity Loan Trust, Series 2007-HE2 Asset Backed Pass-Through Certificates, Wells Fargo Bank, N.A. as Master Servicer and Securities Administrator, as applicable 23 Pooling and Servicing Agreement for ACE Securities Corp. Home Equity Loan Trust, Series 2007-ASL1, Asset Backed Pass-Through Certificates, Wells Fargo Bank, N.A. as Master Servicer and Securities Administrator, as applicable 24 Pooling and Servicing Agreement for ACE Securities Corp. Home Equity Loan Trust, Series 2006-HE3, Asset Backed Pass-Through Certificates, Wells Fargo Bank, N.A. as Master Servicer and Securities Administrator, as applicable (page) (logo) WELLS FARGO Corporate Trust Services MAC N2702-011 9062 Old Annapolis Road Columbia, MD 21045 410 884-2000 410 715-2380 Fax Wells Fargo Bank, N.A. 25 Pooling and Servicing Agreement for Deutsche Alt-A Securities Mortgage Loan Trust, Series 2007-OA5, Wells Fargo Bank, N.A. as Master Servicer and Securities Administrator, as applicable 26 Pooling and Servicing Agreement for ACE Securities Corp. Home Equity Loan Trust, Series 2006-FM2, Asset Backed Pass-Through Certificates, Wells Fargo Bank, N.A. as Master Servicer and Securities Administrator, as applicable 27 Pooling and Servicing Agreement for ACE Securities Corp. Home Equity Loan Trust, Series 2006-OP2, Asset Backed Pass-Through Certificates, Wells Fargo Bank, N.A. as Master Servicer and Securities Administrator, as applicable 28 Pooling and Servicing Agreement for ACE Securities Corp. Home Equity Loan Trust, Series 2006-NC2, Asset Backed Pass-Through Certificates, Wells Fargo Bank, N.A. as Master Servicer and Securities Administrator, as applicable 29 Pooling and Servicing Agreement for ACE Securities Corp. Home Equity Loan Trust, Series 2006-ASAP5, Asset Backed Pass-Through Certificates, Wells Fargo Bank, N.A. as Master Servicer and Securities Administrator, as applicable 30 Pooling and Servicing Agreement for ACE Securities Corp. Home Equity Loan Trust, Series 2006-NC3, Asset Backed Pass-Through Certificates, Wells Fargo Bank, N.A. as Master Servicer and Securities Administrator, as applicable 31 Pooling and Servicing Agreement for ACE Securities Corp. Home Equity Loan Trust, Series 2006-FM1, Asset Backed Pass-Through Certificates, Wells Fargo Bank, N.A. as Master Servicer and Securities Administrator, as applicable 32 Pooling and Servicing Agreement for ACE Securities Corp. Home Equity Loan Trust, Series 2006-SL3, Asset Backed Pass-Through Certificates, Wells Fargo Bank, N.A. as Master Servicer and Securities Administrator, as applicable 33 Pooling and Servicing Agreement for ACE Securities Corp. Home Equity Loan Trust, Series 2006-HE1, Asset Backed Pass-Through Certificates, Wells Fargo Bank, N.A. as Master Servicer and Securities Administrator, as applicable 34 Pooling and Servicing Agreement for ACE Securities Corp. Home Equity Loan Trust, Series 2006-ASL1, Asset Backed Pass-Through Certificates, Wells Fargo Bank, N.A. as Master Servicer and Securities Administrator, as applicable 35 Pooling and Servicing Agreement for ACE Securities Corp. Home Equity Loan Trust, Series 2006-ASAP4, Asset Backed Pass-Through Certificates, Wells Fargo Bank, N.A. as Master Servicer and Securities Administrator, as applicable 36 Pooling and Servicing Agreement for Deutsche Alt-A Securities Mortgage Loan Trust, Series 2007-2, Wells Fargo Bank, N.A. as Master Servicer and Securities Administrator, as applicable (page) (logo) WELLS FARGO Corporate Trust Services MAC N2702-011 9062 Old Annapolis Road Columbia, MD 21045 410 884-2000 410 715-2380 Fax Wells Fargo Bank, N.A. 37 Pooling and Servicing Agreement for ACE Securities Corp. Home Equity Loan Trust, Series 2006-SD2, Asset Backed Pass-Through Certificates, Wells Fargo Bank, N.A. as Master Servicer and Securities Administrator, as applicable 38 Pooling and Servicing Agreement for ACE Securities Corp. Home Equity Loan Trust, Series 2006-HE4, Asset Backed Pass-Through Certificates, Wells Fargo Bank, N.A. as Master Servicer and Securities Administrator, as applicable 39 Pooling and Servicing Agreement for ACE Securities Corp. Home Equity Loan Trust, Series 2006-HE2, Asset Backed Pass-Through Certificates, Wells Fargo Bank, N.A. as Master Servicer and Securities Administrator, as applicable 40 Pooling and Servicing Agreement for ACE Securities Corp. Home Equity Loan Trust, Series 2006-SD1, Asset Backed Pass-Through Certificates, Wells Fargo Bank, N.A. as Master Servicer and Securities Administrator, as applicable 41 Pooling and Servicing Agreement for ACE Securities Corp. Home Equity Loan Trust, Series 2006-CW1, Asset Backed Pass-Through Certificates, Wells Fargo Bank, N.A. as Master Servicer and Securities Administrator, as applicable 42 Pooling and Servicing Agreement for ACE Securities Corp. Home Equity Loan Trust, Series 2006-SL1, Asset Backed Pass-Through Certificates, Wells Fargo Bank, N.A. as Master Servicer and Securities Administrator, as applicable 43 Pooling and Servicing Agreement for ACE Securities Corp. Home Equity Loan Trust, Series 2006-ASAP2, Asset Backed Pass-Through Certificates, Wells Fargo Bank, N.A. as Master Servicer and Securities Administrator, as applicable 44 Pooling and Servicing Agreement for ACE Securities Corp. Home Equity Loan Trust, Series 2006-NC1, Asset Backed Pass-Through Certificates, Wells Fargo Bank, N.A. as Master Servicer and Securities Administrator, as applicable 45 Pooling and Servicing Agreement for ACE Securities Corp. Home Equity Loan Trust, Series 2006-ASAP1, Asset Backed Pass-Through Certificates, Wells Fargo Bank, N.A. as Master Servicer and Securities Administrator, as applicable 46 Pooling and Servicing Agreement for ACE Securities Corp. Home Equity Loan Trust, Series 2006-SL2, Asset Backed Pass-Through Certificates, Wells Fargo Bank, N.A. as Master Servicer and Securities Administrator, as applicable -----END PRIVACY-ENHANCED MESSAGE-----