**KPMG
                    LLP**1660
                    International DriveMcLean,
                    VA 22102






Report
      of Independent Registered Public Accounting Firm




The
      Board
      of Directors


National
      Consumer Cooperative Bank




We
      have
      examined management's assessment, included in the accompanying Management's Assertion
      of Compliance With Applicable Servicing Criteria Pursuant to Item 1122 of
      Regulation AB ("Management's Assertion"), that National Consumer Cooperative
      Bank (the Bank) complied with the servicing criteria; set forth in Item 1122(d)
      of the Securities and Exchange Commission's Regulation AB for the servicing
      of
      asset backed securities transactions conducted by the Bank as identified
      in Appendix A to Management's Assertion as of and for the year ended December
      31, 2006
      (the
      Platform) except for servicing criteria (d)(l)(iii), (d)(3)(i), (d)(3)(ii),
      (d)(3)(iii), (d)(3)(iv),
      (d)(4)(i), (d)(4)(ii), (d)(4)(iii), and (d)(4)(xv), which the Bank has
      determined are not applicable
      to the activities it performs with respect to the Platform, as of and for the
      year ended December
      31, 2006. Management is responsible for the Bank's compliance with those
      servicing criteria.
      Our responsibility is to express an opinion on management's assessment about
      the Bank'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 Bank's compliance with the servicing criteria specified
      above
      and performing
      such other procedures as we considered necessary in the circumstances. Our examination
      included testing of less than all of the individual asset-backed transactions
      and securities
      that comprise the Platform, testing of less than all of the servicing activities
      related to the
      Platform, and determining whether the Bank 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 Bank
      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 Bank 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 Bank's compliance with the servicing criteria.




As
      described in the accompanying Management's Assertion, for servicing criteria
      (d)(4)(xi), the Bank
      has
      engaged various vendors to perform the activities required by these servicing
      criteria. The
      Bank
      has determined that these vendors are not considered a "servicer" as defined
      in
      Item 1101(j)
      of Regulation AB, and the Bank 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 Bank 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 Bank 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
      Management's Assertion,
      and we performed no procedures with respect to the Bank's eligibility to apply Interpretation
      17.06.







KPMG
                LLP, a U.S. limited liability partnership, is the U.S.member
                firm of KPMG International, a Swiss cooperative.










In
      our
      opinion, management's assessment that the Bank complied with the aforementioned servicing
      criteria including servicing criteria (d)(4)(xi) for which compliance is
      determined based on Interpretation 17.06 as described above, is fairly stated
      in
      all material respects as of and for the year ended December 31,
      2006.










/s/
      KPMG
      LLP




McLean,
      VA


March
      7,
      2007