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**Certification      Regarding Compliance with Applicable Servicing Criteria **

**To      PricewaterhouseCoopers LLP**

**Prudential      Asset Resources, Inc.**
**"Servicer") **
**"Servicing**
**Criteria") **

**"Vendors") **

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*9, *

|   |  Prudential              Asset Resources, Inc. |
|--------|-----------------------------------------------------|
|   |                                                |
|   |  By:              /s/ Catherine J. Rodewald    |
|   |  Name:              Catherine J. Rodewald      |
|   |  Title:              President                 |

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| **SERVICING                  CRITERIA**                 | **APPLICABLE                  SERVICING****CRITERIA**                                                                                                                                                                                                                                                                                                                                                                                                                                                                    | **INAPPLICABLE****SERVICING****CRITERIA***    |
|---------------------------------------------------------|--------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|-----------------------------------------------|
| **Reference**                                           | **Criteria**                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             | **Performed                  by****Servicer** | **Performed****by****Vendors)** |   |
| **General                  Servicing Considerations**   |
| 1122(d)(1)(i)                                           | Policies                  and procedures are instituted to monitor any performance or                  other triggers and events of default in accordance with the transaction                  agreements.                                                                                                                                                                                                                                                                                                              | Y                                             |   |   |
| 1122(d)(l)(ii)                                          | If                  any material servicing activities are outsourced to third parties,                  policies and procedures are instituted to monitor the third party's                  performance                  and compliance with such servicing activities.                                                                                                                                                                                                                                                 | Y                                             |   |   |
| 1122(d)(1)(iii)                                         | Any                  requirements in the transaction agreements to maintain a back-up                  servicer for the mortgage loans are maintained.                                                                                                                                                                                                                                                                                                                                                                   |                                          |   | N |
| 1122(d)(l)(iv)                                          | A                  fidelity bond and errors and 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.                                                                                                                                                                   | Y                                             |   |   |
| **Cash                  Collection and Administration** |
| 1122(d)(2)(i)                                           | Payments                  on mortgage loans are deposited 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.                                                                                                                                                                   | Y                                             | Y |   |
| 1122(d)(2)(ii)                                          | Disbursements                  made via wire transfer on behalf of an obligor or to an                  investor are made only by authorized personnel.                                                                                                                                                                                                                                                                                                                                                                  | Y                                             |   |   |
| 1122(d)(2)(iii)                                         | Advances                  of funds or guarantees 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.                                                                                                                                                                                                           | Y                                             |   |   |
| 1122(d)(2)(iv)                                          | The                  related accounts for the 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.                                                                                                                                                                               | Y                                             |   |   |
| 1122(d)(2)(v)                                           | Each                  custodial account is maintained at 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)(l) of                  the                  Securities Exchange Act. | Y                                             |   |   |
| 1122(d)(2)(vi)                                          | Unissued                  checks are safeguarded so as to prevent unauthorized                  access.                                                                                                                                                                                                                                                                                                                                                                                                                  | Y                                             |   |   |

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| **SERVICING                  CRITERIA**                 | **APPLICABLE                  SERVICING****CRITERIA**                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    | **INAPPLICABLE****SERVICING****CRITERIA*** |
|---------------------------------------------------------|------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|--------------------------------------------|
| **Reference**                                           | **Criteria**                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             | **Performed                  by Servicer** | **Performed****by****Vendor(s)** |   |
| 1122(d)(2)(vii)                                         | Reconciliations                  are prepared on a monthly basis for all commercial mortgage                  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. | Y                                          |   |   |
| **Investor                  Remittances and Reporting** |
| 1122(d)(3)(i)                                           | Reports                  to investors, including those 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 investors' or the trustee's records                  as to                  the total unpaid principal balance and number of mortgage loans                  serviced                  by the Servicer.                | Y                  for (A&B)           |   | N                  for (C&D) |
| 1122(d)(3)(ii)                                          | Amounts                  due to investors are allocated and remitted in accordance with                  timeframes, distribution priority and other terms set forth in                  the                  transaction agreements.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    |                                       |   | N |
| 1122(d)(3)(iii)                                         | Disbursements                  made to an investor are posted within two business days                  to the Servicer's investor records, or such other number of days                  specified in the transaction agreements.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       |                                       |   | N |
| 1122(d)(3)(iv)                                          | Amounts                  remitted to investors per the investor reports agree with cancelled                  checks, or other form of payment, or custodial bank statements.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            |                                       |   | N |
| **Pool                  Asset Administration**          |
| 1122(d)(4)(i)                                           | Collateral                  or security on mortgage loans is maintained as required by the                  transaction                  agreements or related mortgage loan documents.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  | Y                                          |   |   |
| 1122(d)(4)(ii)                                          | Mortgage                  loan and related documents are safeguarded as required by                  the transaction agreements                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          | Y                                          |   |   |
| 1122(d)(4)(iii)                                         | Any                  additions, removals or substitutions to the asset pool are made,                  reviewed                  and approved in accordance with any conditions or requirements                  in the                  transaction agreements.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         | Y#l                                        |   |   |
| 1122(d)(4)(iv)                                          | Payments                  on mortgage loans, including any payoffs, made in accordance                  with the 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.                                                                                                                                                                                                                                                                                                                                                                            | Y                                          |   |   |
| 1122(d)(4)(v)                                           | The                  Servicer's records regarding the mortgage loans agree with the                  Servicer's                  records with respect to an obligor's unpaid principal balance.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          | Y                                          |   |   |
| 1122(d)(4)(vi)                                          | Changes                  with respect to the terms or 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.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          | Y                                          |   |   |

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| **SERVICING                    CRITERIA** | **APPLICABLE                    SERVICING****CRITERIA**                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             | **INAPPLICABLE****SERVICING****CRITERIA***                        |
|-------------------------------------------|-----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|-------------------------------------------------------------------|
| **Reference**                             | **Criteria**                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        | **Performed                    by Servicer**                      | **Performed****by****Vendor(s)** |   |
| 1122(d)(4)(vii)                           | Loss                      mitigation or recovery actions (e.g., foreclosure 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.                                                                                                                                                                                                                                                                                                                                                                      | Y#l                                                               |   |   |
| 1122(d)(4)(viii)                          | Records                      documenting collection efforts 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).                                               | Y                                                                 |   |   |
| 1122(d)(4)(ix)                            | Adjustments                    to interest rates or rates of return for mortgage loans with                    variable                    rates are computed based on the related mortgage loan                    documents.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      | Y#l                                                               |   |   |
| 1122(d)(4)(x)                             | Regarding                    any funds held in trust for 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 offull                    repayment of the related mortgage loans, or such other numberof                    days specified in the transaction agreements. | Y                    for (A&B) Y#l                    for (C) |   |   |
| 1122(d)(4)(xi)                            | Payments                    made on behalf of an obligor (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.                                                                                                                                                                                                                                                       | Y                                                                 |   |   |
| 1122(d)(4)(xii)                           | Any                    late payment penalties in 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.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               | Y#l                                                               |   |   |
| 1122(d)(4)(xiii)                          | Disbursements                    made on behalf of an 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.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               | Y                                                                 |   |   |
| 1122(d)(4)(xiv)                           | Delinquencies,                    charge-offs and uncollectible accounts are recognized                    and recorded in accordance with the transaction agreements.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              | Y#l                                                               |   |   |
| 1122(d)(4)(xv)                            | Any                    external enhancement or other support, identified in Item 1114(a)(1)                    through (3) or Item 1115 of Regulation AB, is maintained as set                    forth in                    the transaction agreements.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           | Y#l                                                               |   |   |

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**EXHIBIT          C**

***Vendor:**Service(s)            Provided & Monitoring Policy & Procedures            (P&P)***

**LaSalle            National Bank**

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