<PAGE>
                                                                    EXHIBIT 10.1

                                    SCHEDULE
                                     TO THE
                              ISDA MASTER AGREEMENT

                     DATED AS OF [DATE OF MASTER AGREEMENT]

                                     BETWEEN
                          [NAME OF SWAP COUNTERPARTY],
                   A [JURISDICTION OF ORGANIZATION] [COMPANY]
                                   ("PARTY A")

                                       AND

                      FORD CREDIT AUTO OWNER TRUST 2006-X,
                           A DELAWARE STATUTORY TRUST
                                   ("PARTY B")

PART 1. TERMINATION PROVISIONS.

     (a)  "SPECIFIED ENTITY" means in relation to Party A for the purpose of:

          Section 5(a)(v),     Not applicable.
          Section 5(a)(vi),    Not applicable.
          Section 5(a)(vii),   Not applicable.
          Section 5(b)(iv),    Not applicable.

          in relation to Party B for the purpose of:

          Section 5(a)(v),     Not applicable.
          Section 5(a)(vi),    Not applicable.
          Section 5(a)(vii),   Not applicable.
          Section 5(b)(iv),    Not applicable.

     (b)  "SPECIFIED TRANSACTION" will have the meaning specified in Section 14
          of this Agreement unless another meaning is specified here: No change
          from Section 14.

     (c)  The "BREACH OF AGREEMENT" provisions of Section 5(a)(ii), the
          "MISREPRESENTATION" provisions of Section 5(a)(iv) and the "DEFAULT
          UNDER SPECIFIED TRANSACTION" provisions of Section 5(a)(v) will not
          apply to Party B.

     (d)  The "CREDIT SUPPORT DEFAULT" provisions of Section 5(a)(iii) will
          [not] apply to Party A and will not apply to Party B.

     (e)  The "CROSS DEFAULT" PROVISIONS of Section 5(a)(vi) will not apply to
          Party A and will not apply to Party B.


                                        1

<PAGE>

     (f)  For purposes of Section 6(b), only Party B may designate an Early
          Termination Date in respect of a "TAX EVENT" or "TAX EVENT UPON
          MERGER" of Sections 5(b)(ii) and 5(b)(iii), respectively.

     (g)  The "CREDIT EVENT UPON MERGER" provisions of Section 5(b)(iv) will not
          apply to Party A or to Party B.

     (h)  The "AUTOMATIC EARLY TERMINATION" provisions of Section 6(a) will not
          apply to Party A or Party B.

     (i)  PAYMENTS ON EARLY TERMINATION. For the purpose of Section 6(e):

          (i)  Market Quotation will apply unless Party A is the Defaulting
               Party or the Affected Party and Party B has contracted to enter
               into a replacement Transaction on or prior to the Early
               Termination Date, in which event Loss will apply.

          (ii) The Second Method will apply.

          (iii) Notwithstanding anything to the contrary set forth in the
               Agreement, if (1) Party B designates an Early Termination Date
               pursuant to Part 5(m) in respect of which any Transaction is a
               Terminated Transaction and (2) Party B enters into a replacement
               transaction with a third party on or before such Early
               Termination Date, then (x) the amount, if any, payable by Party B
               to Party A in respect of such Early Termination Date and such
               Transaction will not exceed the amount received by Party B from
               such third party in consideration of entering into such
               replacement transaction and (y) the amount, if any, payable by
               Party A to Party B in respect of such Early Termination Date and
               such Transaction will not be less than the amount payable by
               Party B to such third party in consideration of entering into
               such replacement transaction.

     (j)  "TERMINATION CURRENCY" means United States Dollars.

     (k)  ADDITIONAL TERMINATION EVENT WILL APPLY. Each of the following will
          constitute an Additional Termination Event pursuant to Section
          5(b)(v):

          (i)  Any acceleration of the Notes pursuant to Section 5.2(a) of the
               Indenture (provided such acceleration has not been rescinded
               pursuant to Section 5.2(b) of the Indenture) and liquidation of
               the Indenture Trust Estate with Party B as the sole Affected
               Party;

          (ii) Any amendment or supplement to the Indenture or to the Sale and
               Servicing Agreement that would materially adversely affect any of
               Party A's rights or obligations under this Agreement or any
               Transaction that is made without the consent of Party A, which
               consent will not be unreasonably withheld; provided that Party
               A's consent will be deemed to have been given if Party A does not
               object in writing within 10 Business Days of receipt of a written
               request for such consent, with Party B as the sole Affected
               Party; and


                                        2

<PAGE>

          (iii) Failure of Party A to comply with the requirements of paragraph
               (m) of Part 5, with Party A as the sole Affected Party.

PART 2. TAX REPRESENTATIONS.

     (a)  PAYER TAX REPRESENTATIONS. For the purpose of Section 3(e), each of
          Party A and Party B makes the following representation:

          It is not required by any applicable law, as modified by the practice
          of any relevant governmental revenue authority, of any Relevant
          Jurisdiction to make any deduction or withholding for or on account of
          any Tax from any payment (other than interest under Section 2(e),
          6(d)(ii) or 6(e)) to be made by it to the other party under this
          Agreement. In making this representation, it may rely on (i) the
          accuracy of any representation made by the other party pursuant to
          Section 3(f), (ii) the satisfaction of the agreement contained in
          Section 4(a)(i) or 4(a)(iii) and the accuracy and effectiveness of any
          document provided by the other party pursuant to Section 4(a)(i) or
          4(a)(iii), and (iii) the satisfaction of the agreement of the other
          party contained in Section 4(d), provided that it will not be a breach
          of this representation where reliance is placed on clause (ii) above
          and the other party does not deliver a form or document under Section
          4(a)(iii) by reason of material prejudice to its legal or commercial
          position.

     (b)  PAYEE TAX REPRESENTATIONS. For the purpose of Section 3(f):

          (i)  Party A makes the following representations:

               [__________].

          (ii) Party B makes the following representations: It is a United
               States Person for U.S. federal income tax purposes and either (a)
               is a financial institution (within the meaning of Treasury
               Regulations section 1.1441-1(c)(5)) or (b) is not acting as an
               agent for a person that is not a United States Person for U.S.
               federal income tax purposes.

PART 3. AGREEMENT TO DELIVER DOCUMENTS.

     (a)  For purposes of Section 4(a)(i) and (ii), each party agrees to deliver
          the following documents, as applicable:

<TABLE>
<CAPTION>
 PARTY REQUIRED TO                                                      DATE BY WHICH TO BE
  DELIVER DOCUMENT              FORM/DOCUMENT/CERTIFICATE                    DELIVERED
 -----------------    --------------------------------------------   -------------------------
<S>                   <C>                                            <C>
Party A and Party B   Any form or document that may be required or   On the date of this
                      reasonably requested in order to allow the     Agreement, and promptly
                      other party to make a payment under this       upon the earlier of (i)
                      Agreement without any deduction or             reasonable demand by the
                      withholding for or on account of any Tax or    other party and (ii)
                      with such deduction or withholding at a        learning that the form or
                      reduced rate.                                  document is required.
</TABLE>


                                        3

<PAGE>

     (b)  Other documents to be delivered are:

<TABLE>
<CAPTION>
 PARTY REQUIRED TO                                      DATE BY WHICH      COVERED BY SECTION
  DELIVER DOCUMENT       FORM/DOCUMENT/CERTIFICATE      TO BE DELIVERED   3(D) REPRESENTATION
 -----------------    ------------------------------   ----------------   -------------------
<S>                   <C>                              <C>                <C>
Party A               Annual audited financial         Promptly upon               No
                      statements prepared in           request of Party
                      accordance with generally        B.
                      accepted accounting principles
                      in the country in which the
                      party is organized

Party A and Party B   Certificate or other documents   At or promptly             Yes
                      evidencing the authority of      following the
                      the party entering into this     execution of
                      Agreement or a Confirmation,     this Agreement.
                      as the case may be, including
                      copies of any board
                      resolutions and appropriate
                      certificates of incumbency as
                      to the officers executing such
                      documents.

Party A and Party B   Opinions of counsel in form      At or promptly              No
                      and substance acceptable to      following the
                      the other party.                 execution of
                                                       this Agreement.

Party A               If Party B notifies Party A      Promptly upon               No
                      that the "significance           request of Party
                      percentage" as computed by       B.
                      Party B in accordance with
                      Regulation AB is or becomes
                      10% or greater, Party A will
                      provide to Party B the
                      financial data relating to
                      Party A required to be
                      disclosed by Party B in Party
                      B's reasonable judgment
                      pursuant to Item 1115 of
                      Regulation AB.
</TABLE>


                                        4

<PAGE>

PART 4. MISCELLANEOUS

     (a)  ADDRESSES FOR NOTICES:

For the purpose of Section 12(a), notices will be delivered to the address or
facsimile number specified in the Confirmation of such Transaction. Any notice
delivered for purposes of Sections 5, 6 and 7 will be delivered to the following
address:

          (1) TO PARTY A:

                    [__________]
                    Attention: [_______________]
                    Telephone: [_______________]
                    Fax: [_____________________]

                    with a copy to:

                    [__________]
                    Attention: [_______________]
                    Telephone: [_______________]
                    Fax: [_____________________]

          (2) TO PARTY B:

                    U.S. Bank Trust, National Association,
                    as Owner Trustee for
                    Ford Credit Auto Owner Trust 2006-X
                    300 Delaware Avenue, Ninth Floor Wilmington,
                    Delaware 19801
                    Attn: Corporate Trust Administration
                    Telephone: [_______________]
                    Fax: [_____________________]

               with a copy to:

                    The Bank of New York,
                    as Indenture Trustee for
                    Ford Credit Auto Owner Trust 2006-X
                    101 Barclay Street
                    Floor 8 West
                    New York, New York 10286
                    Attn: Structured Finance Services -
                    Asset Backed Securities, Ford 2006-X
                    Telephone: [_______________]
                    Fax: [_____________________]

               and


                                        5

<PAGE>

                    Ford Motor Credit Company
                    One American Road, Suite 2411
                    Dearborn, Michigan 48126
                    Attention: Corporate Secretary
                    Telephone: (313) 323-1200
                    Fax: (313) 248-7613

               and

                    Ford Motor Credit Company
                    c/o Ford Motor Company WHQ
                    One American Road, Suite 801-C1
                    Dearborn, Michigan 48126
                    Attention: Securitization Operations Supervisor
                    Telephone: (313) 594-3495
                    Fax: (313) 390-4133

     (b)  PROCESS AGENT. For the purpose of Section 13(c):

          Party A appoints as its Process Agent: Not applicable.

          Party B appoints as its Process Agent: Not applicable.

     (c)  OFFICES. The provisions of Section 10(a) will apply.

     (d)  MULTIBRANCH PARTY. For the purpose of Section 10:

          (i)  Party A is not a Multibranch Party.

          (ii) Party B is not a Multibranch Party.

     (e)  CALCULATION AGENT. The Calculation Agent is Party B.

     (f)  CREDIT SUPPORT DOCUMENT.

          Party A: [Not] Applicable.

          Party B: Not Applicable.

     (g)  CREDIT SUPPORT PROVIDER.

          Party A: [Not] Applicable.

          Party B: Not Applicable.

     (h)  GOVERNING LAW. This Agreement will be governed by and construed in
          accordance with the laws of the State of New York.


                                        6

<PAGE>

     (i)  NETTING OF PAYMENTS. Subparagraph (ii) of Section 2(c) will apply to
          all Transactions under this Agreement.

     (j)  "AFFILIATE" will have the meaning specified in Section 14.

     (k)  WAIVER OF JURY TRIAL. Each party waives, to the fullest extent
          permitted by applicable law, its right to have a jury trial in respect
          to any proceedings related to this Agreement. Each party certifies
          that no representative, agent or attorney of the other party has
          represented, expressly or otherwise, that such other party would not,
          in the event of such a suit, action or proceeding, seek to enforce the
          foregoing waiver.

PART 5. OTHER PROVISIONS.

     (a)  NON-RELIANCE. In connection with the negotiation of, the entering
          into, and the execution of this Master Agreement, any Credit Support
          Document to which it is a party, each Transaction and any other
          documentation relating to this Master Agreement to which it is a party
          or that is required by this Master Agreement to deliver, each of Party
          A and Party B represents and agrees that:

          (i)  it is not relying (for the purposes of making any investment
               decision or otherwise) upon any advice, counsel or
               representations (whether written or oral) of the other party to
               this Master Agreement, such Credit Support Document, each
               Transaction or such other documentation other than the
               representations expressly set forth in this Master Agreement,
               such Credit Support Document and in any Confirmation;

          (ii) it has consulted with its own legal, regulatory, tax, business,
               investment, financial and accounting advisors to the extent it
               has deemed necessary, and it has made its own investment, hedging
               and trading decisions (including decisions regarding the
               suitability of any Transaction pursuant to this Master Agreement)
               based upon its own judgment and upon any advice from such
               advisors as it has deemed necessary and not upon any view
               expressed by the other party to this Master Agreement, such
               Credit Support Document, each Transaction or such other
               documentation;

          (iii) it has a full understanding of all the terms, conditions and
               risks (economic and otherwise) of the Master Agreement, such
               Credit Support Document, each Transaction and such other
               documentation and is capable of assuming and willing to, and
               will, assume (financially and otherwise) those risks;

          (iv) it is an "eligible contract participant" as defined in Section
               1a(12) of the Commodity Exchange Act (7 U.S.C. 1a), as amended by
               the Commodity Futures Modernization Act of 2000;

          (v)  it is entering into this Master Agreement, such Credit Support
               Document, each Transaction and such other documentation for the
               purposes of managing its borrowings or investments, hedging its
               underlying assets or liabilities or in connection with a line of
               business;


                                        7

<PAGE>

          (vi) it is entering into this Master Agreement, such Credit Support
               Document, each Transaction and such other documentation as
               principal, and not as agent or in any other capacity, fiduciary
               or otherwise; and

          (vii) the other party to this Master Agreement, such Credit Support
               Document, each Transaction and such other documentation (a) is
               not acting as a fiduciary or financial, investment or commodity
               trading advisor for it, (b) has not given to it (directly or
               indirectly through any other person) any assurance, guaranty or
               representation whatsoever as to the merits (either legal,
               regulatory, tax, financial, accounting or otherwise) of this
               Master Agreement, such Credit Support Document, each Transaction
               or such other documentation, and (c) has not committed to unwind
               the Transactions.

     (b)  TAX PROVISIONS.

          The definition of Tax Event, Section 5 (b)(ii), is hereby modified by
          adding the following provision at the end thereof:

               "provided, however, that for purposes of clarification, the
               parties acknowledge that the introduction or proposal of
               legislation will not, in and of itself, give rise to a
               presumption that a Tax Event has occurred."

     (c)  DEDUCTION OR WITHHOLDING FOR TAX. Party B will not be required to pay
          to Party A any amount relating to Indemnifiable Taxes pursuant to
          Section 2(d)(i)(4). However, if in the absence of this paragraph,
          Party B would otherwise be required to pay such amounts, Party A will
          have the right, but not the obligation, to transfer its rights and
          obligations under this Agreement to another of its Offices or
          Affiliates or third party such that no Indemnifiable Tax would be
          imposed, subject to the notice and consent provisions set forth in
          Section 6(b)(ii).

     (d)  NO PETITION. Party A covenants and agrees that prior to the date that
          is one year and one day after the payment in full of (i) all of the
          Notes and any other securities issued by Party B and (ii) any other
          securities issued by a trust as to which Ford Credit Auto Receivables
          Two LLC is a depositor (or, if later, the expiration of all applicable
          preference periods under the United States Bankruptcy Code or other
          applicable law), it will not institute against, or join with any other
          Person in instituting against, Party B or Ford Credit Auto Receivables
          Two LLC any bankruptcy, reorganization, arrangement, insolvency or
          liquidation proceedings or other proceedings under United States
          federal or state bankruptcy or similar law in connection with any
          obligations under this Agreement. The provisions of this paragraph
          will survive the termination of this Agreement.

     (e)  LIMITED RECOURSE; SUBORDINATION.

          (i)  Notwithstanding anything to the contrary contained in this
               Agreement, the obligations of Party B under this Agreement and
               any Transaction hereunder are solely the obligations of Party B
               and will be payable solely to the extent of funds received by and
               available to Party B in accordance with the priority of payment
               provisions under the Indenture and on the Payment Dates specified
               therein. Party


                                        8

<PAGE>

               A acknowledges that Party B has pledged its assets constituting
               the Indenture Trust Estate to the Indenture Trustee. Upon
               exhaustion of the assets of Party B and the proceeds thereof in
               accordance with the Indenture and the Sale and Servicing
               Agreement, Party A will not be entitled to take any further steps
               against Party B to recover any sums due but unpaid under this
               Agreement, all claims in respect of which will be extinguished.
               No recourse may be taken for the payment of any amount owing in
               respect of any obligation of, or claim against, Party B arising
               out of or based upon this Agreement or any Transaction against
               any holder of a beneficial interest, employee, officer or
               Affiliate of Party B and, except as specifically provided in this
               Agreement, no recourse may be taken for the payment of any amount
               owing in respect of any obligation of, or claim against, Party B
               based on or arising out of this Agreement against the
               Administrator (as defined in the Administration Agreement), Ford
               Credit Auto Receivables Two LLC or any stockholder, holder of a
               beneficial interest, employee, officer, director, incorporator or
               Affiliate of such person; provided, however, that the foregoing
               will not relieve any such person or entity from any liability
               they might otherwise have as a result of their gross negligence
               or willful misconduct.

          (ii) The parties intend that Part 5(e)(i) of this Schedule constitute
               an enforceable subordination agreement under Section 510(a) of
               the Bankruptcy Code and will survive the termination of this
               Agreement.

     (f)  PARTY B PLEDGE. Notwithstanding Section 7 to the contrary, Party A
          acknowledges that Party B will pledge its rights under this Agreement
          to the Indenture Trustee for the benefit of the Noteholders pursuant
          to the Indenture and agrees to such pledge. The Indenture Trustee will
          not be deemed to be a party to this Agreement, provided, however, the
          Indenture Trustee, acting on behalf of the holders of the Notes, will
          have the right to enforce this Agreement against Party A. Party A will
          be entitled to rely on any notice or communication from the Indenture
          Trustee to that effect. Party A acknowledges that Party B will pledge
          substantially all its assets to the Indenture Trustee for the benefit
          of the Noteholders and Party A and that all payments hereunder,
          including payments on early termination, will be made in accordance
          with the priority of payment provisions of the Indenture and the Sale
          and Servicing Agreement and on the Payment Dates specified therein.

     (g)  SEVERABILITY. If any term, provision, covenant, or condition of this
          Agreement, or the application thereof to any party or circumstance,
          will be held to be invalid or unenforceable (in whole or in part) for
          any reason, the remaining terms, provisions, covenants, and conditions
          hereof will continue in full force and effect as if this Agreement had
          been executed with the invalid or unenforceable portion eliminated, so
          long as this Agreement as so modified continues to express, without
          material change, the original intentions of the parties as to the
          subject matter of this Agreement and the deletion of such portion of
          this Agreement will not substantially impair the respective benefits
          or expectations of the parties to this Agreement.

     (h)  RECORDING OF CONVERSATIONS. Each party (i) consents to the recording
          of the telephone conversations of the trading and marketing personnel
          of the parties in connection with


                                        9

<PAGE>

          this Agreement and any potential or actual Transaction and (ii) agrees
          to obtain any necessary consent of, and to give notice of such
          recording to, its personnel.

     (i)  CONSENT BY PARTY A TO AMENDMENTS TO CERTAIN DOCUMENTS. Before any
          amendment, modification or supplement is made to the Indenture or the
          Purchase Agreement or the Sale and Servicing Agreement that (i) would
          materially adversely affect any of Party A's rights or obligations
          under this Agreement or any Transaction or (ii) modify the obligations
          or impair the ability of Party B to fully perform any of Party B's
          obligations under this Agreement or any Transaction in such a way that
          would materially adversely affect any of Party A's rights or
          obligations under this Agreement or any Transaction, Party B will
          provide Party A with a copy of the proposed amendment, modification or
          supplement and will obtain the consent of Party A prior to its
          adoption, which consent will not be unreasonably withheld, provided
          that Party A's consent will be deemed to have been given if Party A
          does not object in writing within 10 Business Days of receipt of a
          written request for such consent.

     (j)  SET-OFF. Notwithstanding any provision of this Agreement or any other
          existing or future agreements, each of Party A and Party B irrevocably
          waives as to itself any and all contractual rights it may have to set
          off, net, recoup or otherwise withhold or suspend or condition its
          payment or performance of any obligation to the other party hereto
          arising outside of this Agreement (which Agreement includes the Master
          Agreement to which this Schedule is attached, this Schedule and the
          Confirmations hereto). This Part 5(j) will not affect the rights and
          obligations of the Parties pursuant to Section 2(c) (NETTING).

     (k)  LIMITATION OF LIABILITY OF OWNER TRUSTEE. Notwithstanding anything
          contained in this Agreement to the contrary, this instrument (and any
          Confirmation pursuant to this instrument) has been or will be signed
          on behalf of Party B by U.S. Bank Trust, National Association not in
          its individual capacity but solely in its capacity as Owner Trustee of
          Party B and in no event will U.S. Bank Trust, National Association in
          its individual capacity or any beneficial owner of Party B have any
          liability for the representations, warranties, covenants, agreements
          or other obligations of Party B under this Agreement or under any such
          Confirmation, as to all of which recourse will be had solely to the
          assets of Party B. For all purposes of this Agreement and any
          Confirmation, in the performance of any duties or obligations of Party
          B hereunder, the Owner Trustee will be subject to, and entitled to the
          benefits of, the terms and provisions of the Trust Agreement;
          provided, however, that the foregoing will not relieve the Owner
          Trustee from any liability it might otherwise have under the Trust
          Agreement as a result of its gross negligence or willful misconduct.

     (l)  DEFINITIONS. Unless otherwise specified in a Confirmation, this
          Agreement and the relevant Transaction between the parties are subject
          to the 2000 ISDA Definitions (the "Definitions"), as published by the
          International Swaps and Derivatives Association, Inc., and will be
          governed in all relevant respects by the provisions set forth in the
          Definitions, without regard to any amendment to the Definitions
          subsequent to the date hereof. The provisions of the Definitions are
          incorporated by reference in and will be deemed a part of this
          Agreement, except that references in the Definitions to a "Swap
          Transaction" will be deemed references to a "Transaction" for purposes
          of this Agreement. In the event of any inconsistency between the
          provisions of this Agreement and the Definitions, this


                                       10

<PAGE>

          Agreement will prevail. In the event of any inconsistency between the
          provision of any Confirmation and this Agreement or the Definitions,
          such Confirmation will prevail for the purpose of the relevant
          Transaction.

          ADDITIONAL DEFINED TERMS. Capitalized terms used but not defined in
          this Agreement (including this Schedule) or any Confirmation are
          defined in the Sale and Servicing Agreement dated as of [ ] (including
          Appendix A to such Sale and Servicing Agreement), as amended,
          supplemented or otherwise modified, among Party B, Ford Motor Credit
          Company as Servicer and Ford Credit Auto Receivables Two LLC as
          Depositor.

     (m)  COUNTERPARTY RATING WITHDRAWAL OR REDUCTION. In the event that (w)
          Party A's long- or short term unsecured and unsubordinated debt rating
          (or bank deposit rating) is withdrawn or reduced below "A-" or "A-1"
          by S&P (or if it has no short term unsecured debt rating by S&P, a
          long term unsecured debt rating of "A+") (x) either (i) Party A's long
          term unsecured and unsubordinated debt rating is withdrawn or reduced
          below "Aa3" by Moody's and Party A does not have a short-term
          unsecured and unsubordinated debt rating of "P-1" or above or (ii)
          Party A's long or short-term unsecured and unsubordinated debt rating
          is withdrawn or reduced below "A1" or "P-1" by Moody's, (y) Party A's
          long term unsecured and unsubordinated debt rating is withdrawn or
          reduced below "A" by Fitch (such rating thresholds in clauses (w),
          (x), and (y), "Approved Rating Thresholds") or (z) any event set forth
          in clause (w), (x) or (y) occurs and is continuing and any Rating
          Agency gives notice to Party B, the Indenture Trustee or the
          Administrator that the credit support, if any, with respect to Party A
          is no longer deemed adequate to maintain the then-current rating on
          the Class A Notes, within 30 days of such rating withdrawal, downgrade
          or notification (unless each such Rating Agency has reconfirmed the
          rating of each Class of Notes which was in effect immediately prior to
          such withdrawal or downgrade or notification), Party A will (i) assign
          each Transaction to another counterparty with the Approved Rating
          Thresholds and approved by Party B (which approval will not be
          unreasonably withheld) on terms substantially similar to this Schedule
          and the related Confirmation, (ii) obtain a guaranty, or a contingent
          agreement of, another person with Approved Rating Thresholds to honor
          Party A's obligations under this Agreement, provided that such other
          person is approved by Party B (which approval will not be unreasonably
          withheld), (iii) post mark-to-market collateral, pursuant to a
          collateral support agreement acceptable to Party B, which will be
          sufficient to restore any downgrade or withdrawal in the ratings of
          each Class of Notes issued by Party B attributable to Party A's
          failure to comply with the Approved Rating Thresholds, or (iv)
          establish any other arrangement satisfactory to Party B and to the
          applicable Rating Agency, in each case, sufficient to satisfy the
          Rating Agency Confirmation. All costs and expenses in connection with
          effecting any arrangements pursuant to clauses (i), (ii), (iii) or
          (iv) will be for the account of Party A.

     (n)  APPROVAL OF AMENDMENTS OR ASSIGNMENT. No amendments to this Agreement
          will be effected, nor may the rights and obligations of Party A be
          transferred or assigned, without the prior written confirmation of
          each Rating Agency that such amendment, transfer or assignment will
          not cause such Rating Agency to reduce or withdraw its then current
          rating on any of the Notes.


                                       11

<PAGE>

                                      * * *


                                       12

<PAGE>

EXECUTED:

FORD CREDIT AUTO OWNER TRUST            [NAME OF SWAP COUNTERPARTY]
2006-X

By: U.S. BANK TRUST,
    NATIONAL ASSOCIATION
    not in its individual capacity
    but solely as Owner Trustee


By:                                     By:
    ---------------------------------       ------------------------------------
Name:                                   Name:
     --------------------------------         ----------------------------------
Title:                                  Title:
       ------------------------------          ---------------------------------

Date:                                   Date:
     --------------------------------         ----------------------------------


                                        By:
                                            ------------------------------------
                                        Name:
                                              ----------------------------------
                                        Title:
                                               ---------------------------------

                                        Date:
                                              ----------------------------------


                                       13

<PAGE>



                                                                    [TRADE DATE]

To:   [NAME OF SWAP COUNTERPARTY]
      Contact:    [_________]
      Attention: [_________]
      Fax:  [___________]
      Telephone: [____________]

From: FORD CREDIT AUTO OWNER TRUST 2006-X
      c/o U.S. Bank Trust, National Association,
      as Owner Trustee
      300 Delaware Avenue, Ninth Floor
      Wilmington, Delaware 19801
      Attention: Corporate Trust Department
      Telephone: (302) 552-3200
      Facsimile: (302) 552-3129

      Re: Interest Rate Swap Reference No. [____]

Ladies and Gentlemen:

          The purpose of this letter agreement is to confirm the terms and
conditions of the Swap Transaction entered into between [NAME OF SWAP
COUNTERPARTY] ("Party A") and Ford Credit Auto Owner Trust 2006-X ("Party B") on
the Trade Date listed below (the "Transaction"). This letter constitutes a
"Confirmation" as referred to in the Agreement specified below.

          The definitions and provisions contained in the 2000 ISDA Definitions
(as published by the International Swaps and Derivatives Association, Inc.) are
incorporated into this Confirmation. For these purposes, all references in those
Definitions to a "Swap Transaction" will be deemed to apply to the Transaction
referred to herein. In the event of any inconsistency between those Definitions
and this Confirmation, this Confirmation will govern.

          1. This Confirmation supplements, forms part of, and is subject to,
the ISDA Master Agreement dated as of [DATE OF MASTER AGREEMENT], as amended and
supplemented from time to time (the "Agreement") between you and us. All
provisions contained in the Agreement govern this Confirmation except as
expressly modified below. Other capitalized terms used herein and not otherwise
defined are defined in the Indenture referred to in the Agreement. In the event
of any inconsistency between those terms and this Confirmation, this
Confirmation will govern.

          2. The terms of the particular Transaction to which this Confirmation
relates are as follows:


                                       14

<PAGE>

<TABLE>
<S>                       <C>
Party A:                  [NAME OF SWAP COUNTERPARTY].

Party B:                  Ford Credit Auto Owner Trust 2006-X.

Trade Date:               [TRADE DATE].

Effective Date:           [EFFECTIVE DATE].

Notional Amount:          For the first Calculation Period (from and including,
                          [__________] to but excluding, [__________]), the
                          Notional Amount of this Transaction for purposes of
                          calculating payments due by either party on the first
                          Payment Date will be $[__________]. With respect to
                          any subsequent Calculation Period up through and
                          including the Calculation Period ending on but
                          excluding [__________], the Notional Amount will be
                          the Note Balance for the Class A-2b Notes (after
                          giving effect to all amounts paid on the Payment Date
                          that is the first day of such Calculation Period) as
                          stated on the Servicer's monthly investor report
                          relating to such Payment Date (the "Actual Balance").
                          Party B will determine the Notional Amount and will
                          inform Party A of such determination by the twelfth
                          day of each calendar month using the aggregate
                          outstanding principal balance for the Class
                          [__________] Notes prior to giving effect to any
                          payments of principal of Class [__________] Notes on
                          the following Payment Date, as shown in the Servicer's
                          monthly investor report relating to such Payment Date.

Termination Date:         The earlier of [__________] and the date the aggregate
                          outstanding principal balance of the Class A-2b Notes
                          has been reduced to zero.

Fixed Amounts

   Fixed Rate Payer:      Party B.

   Fixed Rate Payer
   Payment Date:          The 15th day of each calendar month, subject to
                          adjustment in accordance with the Following Business
                          Day Convention.

   Period End Date:       The 15th day of each calendar month, with No
                          Adjustment. (This means that each Calculation Period
                          for the Fixed Amount will have 30 days, except for the
                          Initial Calculation Period, which will commence on
                          [__________] and end on [__________].)

   Fixed Rate:            [__________]%
</TABLE>


                                       15

<PAGE>

<TABLE>
<S>                       <C>
   Fixed Rate Day
   Count Fraction:        30/360

Floating Amounts

   Floating Rate Payer:   Party A.

   Floating Rate Payer
   Payment Dates:         The 15th day of each calendar month, subject to
                          adjustment in accordance with the Following Business
                          Day Convention.

   Floating Rate for
   Initial Calculation
   Period:                To be determined (excluding spread)

   Spread:                Plus [__________]%

   Floating Rate
   Option:                USD-LIBOR-BBA.

   Designated Maturity:   One month.

   Floating Rate Day
   Count Fraction:        Actual/360.

   Reset Dates:           The first day of each Floating Rate Payer Calculation
                          Period.

   Business Days:         New York and Delaware.


3.  Account Details

Payments to Party A:      [__________]
                          ABA # [__________]
                          Acct # [__________]
                          Attn: [__________]

Payments to Party B:      The Bank of New York, in favor of Ford Credit Auto
                          Owner Trust 2006-X

                          The Bank of New York
                          ABA # 021000018
</TABLE>


                                       16

<PAGE>

<TABLE>
<S>                       <C>
                          Acct # [__________]
                          Acct Name: [Ford 2006-X] Collection Account
                          Ref: Interest Rate Swap

Party A Operations
Contact:                  [Name of Swap Counterparty]
                          Attn: [______________]
                          Fax: [______________]

Party B Operations
Contact:                  Ford Credit Auto Owner Trust 2006-X
                          U.S. Bank Trust,
                          National Association, as Owner Trustee
                          300 Delaware Avenue, Ninth Floor
                          Wilmington, Delaware 19801
                          Attn: Corporate Trust Administration
                          Telephone: [(_____) - _____]
                          Fax: [(_____) - _____]

   with a copy to:--

                          The Bank of New York
                          as Indenture Trustee for
                          Ford Credit Auto Owner Trust 2006-X
                          101 Barclay Street
                          Floor 8 West
                          New York, New York 10286
                          Attn: Structured Finance Services -
                          Asset Backed Securities, Ford 2006-X
                          Telephone: [(_____) - _____]
                          Fax:  [(_____) - _____]; and

                          Ford Motor Credit Company
                          Ford Motor Company World Headquarters
                          Office of the General Counsel
                          One American Road
                          Suite 1034-A1
                          Dearborn, Michigan 48126
                          Attention: Secretary
                          Telephone: (313) 594-9876
                          Fax:(313)248-7613
</TABLE>


                                       17

<PAGE>

          Please confirm that the foregoing correctly sets forth the terms of
our agreement by executing this Confirmation and returning it to us.

                                        Best Regards,



                                        FORD CREDIT AUTO OWNER TRUST 2006-X

                                        By: U.S. BANK TRUST,
                                            NATIONAL ASSOCIATION,
                                            not in its individual capacity
                                            but solely as Owner Trustee


                                        By:
                                            ------------------------------------
                                        Name:
                                              ----------------------------------
                                        Title:
                                               ---------------------------------


                                        [NAME OF SWAP COUNTERPARTY]

                                        By:
                                            ------------------------------------
                                        Name:
                                              ----------------------------------
                                        Title:
                                               ---------------------------------


                     [SIGNATURE PAGE FOR SWAP CONFIRMATION]

Signature Page for
ISDA Schedule