Exhibit99(A)

KPMG LLP

Suite 2000355 South GrandAvenueLos Angeles, CA 90071-1568

IndependentAccountants’ Report

The Board ofDirectorsAmerican Honda Finance Corporation

Membersof the Board:

We have examined management’sassertion about American Honda Finance Corporation’s (theCompany) compliance with the minimum servicing standards set forth inthe Mortgage Bankers Association of America Uniform SingleAttestation Program for Mortgage Bankers, as they relate to theservicing of retail automobile loan contracts, as of and for the yearended March  31,  2006 included in the accompanyingmanagement’s assertion. The minimum servicing standards notconsidered by the Company to be applicable to the servicing of retailautomobile loans include procedures 2, 3, and 4 of Section I– Custodial Bank Accounts, procedures 1, 2, 3, and 4of Section III – Disbursements, and procedures 2, 3, and 4 ofSection V – Mortgage Loan Accounting. Management is responsiblefor the Company’s compliance with the applicable minimumservicing standards. Our responsibility is to express an opinion onmanagement’s assertion about the Company’s compliancebased on our examination.

Our examination was made inaccordance with standards established by the American Institute ofCertified Public Accountants and, accordingly, including examining, ona test basis, evidence about the Company’s compliance with theminimum servicing standards and performing such other procedures as weconsidered necessary in the circumstances. We believe that ourexamination provides a reasonable basis for our opinion. Ourexamination does not provide a legal determination on theCompany’s compliance with the minimum servicingstandards.

In our opinion, American Honda FinanceCorporation has complied, in all material respects, with theaforementioned minimum servicing standards as of and for the year endedMarch  31,  2006.

This report is intendedsolely for the information and use of management and the board ofdirectors, the Trustee, and the related beneficiaries and holders (asdefined in the Agreement of Definitions Relating to the Trust andServicing Agreement dated April  1,1998).

/s/ KPMG LLP

June9,  2006

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HONDA FINANCIALSERVICES

MANAGEMENT ASSERTION

As of and for theyear ended March  31,  2006, American Honda FinanceCorporation has complied in all material respects with the minimumservicing standards set forth in the Mortgage Bankers Association ofAmerica’s Uniform Single Attestation Program for MortgageBankers.

The minimum servicing standards not consideredapplicable to the servicing of automobile loan contracts includeprocedures 2, 3 and 4 of section I – Custodial Bank Accounts,procedures 1, 2, 3 and 4 of section III – Disbursements, andprocedures 2, 3 and 4 of section V – Mortgage LoanAccounting.

As of and for the same period, American HondaFinance Corporation had in effect a fidelity bond in the amount of$20,000,000 and errors and omissions policy in the amount of$1,000,000.

|                                     |
|-------------------------------------|
| /s/Y. Takahashi                     |
| Y.TakahashiPresident                |
| /s/Jon Nomura                       |
| Jon NomuraDirector ofSecuritization |
| June9,  2006                        |
|                                     |

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