Exhibit 99.2
                                                                  ------------



                      Report on Management's Assertion on
       Compliance with the Minimum Servicing Standards Set Forth in the
            Uniform Single Attestation Program for Mortgage Bankers

                       Report of Independent Accountants

The Board of Directors
Aames Investment Corporation

We have examined management's assertion, included in the accompanying report
titled Report of Management, that Aames Investment Corporation (the Company)
complied with the minimum servicing standards identified in Exhibit A to the
Report of Management as set forth in the Mortgage Banker's Association of
America's Uniform Single Attestation Program for Mortgage Bankers (USAP) (the
specified minimum servicing standards) during the year ended December 31,
2005. Management is responsible for the Company's compliance with those
requirements. Our responsibility is to express an opinion on the Company's
compliance based on our examination.

Our examination was conducted in accordance with attestation standards
established by the American Institute of Certified Public Accountants and,
accordingly, included examining, on a test basis, evidence about the Company's
compliance with those requirements and performing such other procedures as we
considered necessary in the circumstances. We believe that our examination
provides a reasonable basis for our opinion. Our examination does not provide
a legal determination on the Company's compliance with specified minimum
servicing standards.

In our opinion, the Company complied, in all material respects, based on the
criteria set forth in Exhibit A, with the aforementioned requirements for the
year ended December 31, 2005.


                                                             ERNST & YOUNG LLP


Los Angeles, California
March 14, 2006



<PAGE>


Aames


       Aames Investment        350 S. Grand Avenue            Tel: 323.210.5000
       Corporation             42nd Floor
                               Los Angeles, CA 90071


                     Management's Assertion on Compliance
           with the Specified Minimum Servicing Standards Set Forth
        in the Uniform Single Attestation Program for Mortgage Bankers


                             Report of Management

       We, as members of management of Aames Investment Corporation (the
       Company), are responsible for complying with the minimum servicing
       standards identified in the attached Exhibit A (the "specified minimum
       servicing standards") as set forth in the Mortgage Bankers Association
       of America's Uniform Single Attestation Program for Mortgage Bankers
       (USAP). We are also responsible for establishing and maintaining
       effective internal control over compliance with these specified minimum
       servicing standards. We have performed an evaluation of the Company's
       compliance with the specified minimum servicing standards as of
       December 31, 2005 and for the year then ended. Based on this
       evaluation, we assert that during the year ended December 31, 2005 the
       Company complied, in all material respects, with the specified minimum
       servicing standards.

       As of December 31, 2005 and for the year then ended, the Company had n
       effect a fidelity bond in the amount of $10 million and an errors and
       omissions policy in the amount of $20 million.

                                          /s/ A. Jay Meyerson
                                          ------------------------
                                          A. Jay Meyerson
                                          Chief Executive Officer


                                          /s/ Jon Van Deuren
                                          --------------------------------------
                                          Jon Van Deuren
                                          Executive Vice President, Finance and
                                          Chief Financial Officer


                                          /s/ Mark A. Bragg
                                          --------------------------------------
                                          Mark A. Bragg
                                          Senior Vice President
                                          National Loan Servicing


March 14, 2006


                                                                [LOGO OMITTED]


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                                                                     Exhibit A

                      Specified Minimum Servicing Standards

I.     Custodial Bank Accounts

       1.  Reconciliations shall be prepared on a monthly basis for all
           custodial bank accounts and related bank clearing accounts. These
           reconciliations shall:

           a.  be mathematically accurate;
           b.  be prepared within forty-five (45) calendar days after the
               cutoff date. The cutoff date is the date as of which a bank
               account is reconciled every month. It may, or may not, coincide
               with a prescribed investor reporting date but shall be
               consistent from period to period;

           c.  be reviewed and approved by someone other than the person who
               prepared the reconciliation; and

           d.  document explanations for reconciling items. These reconciling
               items shall be resolved within ninety (90) calendar days of
               their original identification.

       2.  Funds of the servicing entity shall be advanced in cases where
           there is an overdraft in an investor's or a mortgagor's account.

       3.  Each custodial account shall be maintained at a federally insured
           depository institution in trust for the applicable investor.

       4.  Escrow funds held in trust for a mortgagor shall be returned to the
           mortgagor within thirty (30) calendar days of payoff of the
           mortgage loan.

II.    Mortgage Payments

       1.  Mortgage payments shall be deposited into the custodial bank
           accounts and related bank clearing accounts within two (2) business
           days of receipt.

       2.  Mortgage payments made in accordance with the mortgagor's loan
           documents shall be posted to the applicable mortgagor records
           within two (2) business days of receipt.

       3.  Mortgage payments shall be allocated to principal, interest,
           insurance, taxes or other escrow items in accordance with the
           mortgagor's loan documents.

       4.  Mortgage payments identified as loan payoffs shall be allocated in
           accordance with the mortgagor's loan documents.


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<PAGE>


                                   Exhibit A

               Specified Minimum Servicing Standards (continued)

III.   Disbursements

       1.  Disbursements made via wire transfer on behalf of a mortgagor
           or investor shall be made only by authorized personnel.

       2.  Disbursements made on behalf of a mortgagor or investor shall
           be posted within two (2) business days to the mortgagor's or
           investor's records maintained by the servicing entity.

       3.  Tax and insurance payments shall be made on or before the
           penalty or insurance policy expiration dates, as indicated on
           tax bills and insurance premium notices, respectively,
           provided that such support has been received by the servicing
           entity at least thirty (30) calendar days prior to these
           dates.

       4.  Any late payment penalties paid in conjunction with the
           payment of any tax bill or insurance premium notice shall be
           paid from the servicing entity's funds and not charged to the
           mortgagor, unless the late payment was due to the mortgagor's
           error or omission.

       5.  Amounts remitted to investors per the servicer's investor
           reports shall agree with cancelled checks, or other form of
           payment, or custodial bank statements.

       6.  Unissued checks shall be safeguarded so as to prevent
           unauthorized access.

IV.    Investor Accounting and Reporting

       1.  The servicing entity's investor reports shall agree with, or
           reconcile to, investors' records on a monthly basis as to the
           total unpaid principal balance and number of loans serviced
           by the servicing entity.

V.     Mortgagor Loan Accounting

       1.  The servicing entity's mortgage loan records shall agree
           with, or reconcile to, the records of mortgagors with respect
           to the unpaid principal balance on a monthly basis.

       2.  Adjustments on adjustable rate mortgage (ARM) loans shall be
           computed based on the related mortgage note and any ARM rider.

       3.  Escrow accounts shall be analyzed, in accordance with the mortgagor's
           loan documents, on at least an annual basis.


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                                   Exhibit A

               Specified Minimum Servicing Standards (continued)

V.     Mortgagor Loan Accounting (continued)

       4.  Interest on escrow accounts shall be paid, or credited, to
           mortgagors in accordance with the applicable state laws.

VI.    Delinquencies

       1.  Records documenting collection efforts shall be maintained during
           the period a loan is in default and shall be updated at least
           monthly. Such records shall describe the entity's activities in
           monitoring delinquent loans including, for example, phone calls,
           letters and mortgage payment rescheduling plans in cases where the
           delinquency is deemed temporary (i.e., illness or unemployment).

VII.   Insurance Policies

       1.  A fidelity bond and errors and omissions policy shall be in effect
           on the servicing entity throughout the reporting period in the
           amount of coverage represented to investors in management's
           assertion.


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