Exhibit 33.2
  
  U.S. Bank Corporate Trust Asset Backed Securities Platform 1
  1.
    
    U.S. Bank is responsible for assessing its compliance with the servicing criteria
applicable to it as noted on the accompanying Exhibit A;2.
    
    U.S. Bank used the criteria set forth in paragraph (d) of Item 1122 of Regulation AB
to assess its compliance with the applicable servicing criteria;3.
    
    U.S. Banks assessment of its compliance with the applicable servicing criteria is as
of and for the period beginning on January 1, 2010 and ending December 31, 2010, the end
of the fiscal year covered by the Form 10-K report. U.S. Banks participation in the
servicing function complied in all material respects with the applicable servicing
criteria.4.
    
    Ernst & Young, a registered public accounting firm, has issued an attestation report
on U.S. Banks assessment of compliance with the applicable servicing criteria as of and
for the period beginning on January 1, 2010 and ending December 31, 2010, the end of the
fiscal year covered by the Form 10-K report.
 U.S. BANK NATIONAL ASSOCIATION/s/ Bryan R. CalderName:
    Bryan R. CalderTitle:
    Executive Vice President  
 1
    
    The U.S. Bank Corporate Trust ABS Platform (the
Platform) consists of the activities involved in the performance of servicing
functions for (i) publicly issued asset-backed and mortgage backed transactions
the securities of which were offered on or after January 1, 2006 and (ii)
certain asset backed transactions offered prior to January 1, 2006 for which
the Issuer has voluntarily elected to make Regulation AB compliant filings
under the Securities Exchange Act of 1934, as amended. The Platform does not
include transaction comprised of the repackaging of corporate debt and/or other
agency securities.




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EXHIBIT A to Managements Assertion
 Applicable
    
    InapplicableServicing
    
    ServicingReference
    
    Servicing Criteria
    
    Criteria
    
    CriteriaGeneral Servicing Considerations1122(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.
    
    X1122(d)(1)(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.
    
    X1122(d)(1)(iii)
    
    Any requirements in the transaction agreements to maintain a back-up
servicer for the Pool Assets are maintained.
    
    
    
    X1122(d)(1)(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.
    
    XCash Collection and Administration1122(d)(2)(i)
    
    Payments on pool assets 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.
    
    X1122(d)(2)(ii)
    
    Disbursements made via wire transfer on behalf of an obligor or to an
investor are made only by authorized personnel.
    
    X1122(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.
    
    X1122(d)(2)(iv)
    
    The related accounts for the transaction, such as cash reserve accounts or
accounts established as a form of over collateralization, are separately
maintained (e.g., with respect to commingling of cash) as set forth in the
transaction agreements.
    
    X1122(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)(1) of the Securities Exchange Act.
    
    X1122(d)(2)(vi)
    
    Unissued checks are safeguarded so as to prevent unauthorized access.
    
    X1122(d)(2)(vii)
    
    Reconciliations are prepared on a monthly basis for all asset-backed
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.
    
    X
   1




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Applicable
    
    InapplicableServicing
    
    ServicingReference
    
    Servicing Criteria
    
    Criteria
    
    CriteriaInvestor Remittances and Reporting1122(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 Pool Assets serviced by
the Servicer.
    
    X1122(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.
    
    X1122(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.
    
    X1122(d)(3)(iv)
    
    Amounts remitted to investors per
the investor reports agree with
cancelled checks, or other form of
payment, or custodial bank
statements.
    
    XPool Asset Administration1122(d)(4)(i)
    
    Collateral or security on pool
assets is maintained as required
by the transaction agreements or
related pool asset documents.
    
    
    
    X1122(d)(4)(ii)
    
    Pool assets and related documents
are safeguarded as required by the
transaction agreements.
    
    
    
    X1122(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.
    
    X1122(d)(4)(iv)
    
    Payments on pool assets, including
any payoffs, made in accordance
with the related pool asset
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 pool asset documents.
    
    
    
    X1122(d)(4)(v)
    
    The Servicers records regarding
the pool assets agree with the
Servicers records with respect to
an obligors unpaid principal
balance.
    
    
    
    X1122(d)(4)(vi)
    
    Changes with respect to the terms
or status of an obligors pool
assets (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.
    
    
    
    X1122(d)(4)(vii)
    
    Loss mitigation or recovery
actions (e.g., forbearance 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.
    
    
    
    X
   2




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Applicable
    
    InapplicableServicing
    
    ServicingReference
    
    Servicing Criteria
    
    Criteria
    
    Criteria1122(d)(4)(viii)
    
    Records documenting collection
efforts are maintained during the
period a pool asset 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 pool assets including,
for example, phone calls, letters
and payment rescheduling plans in
cases where delinquency is deemed
temporary (e.g., illness or
unemployment).
    
    
    
    X1122(d)(4)(ix)
    
    Adjustments to interest rates or
rates of return for pool assets
with variable rates are computed
based on the related pool asset
documents.
    
    
    
    X1122(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 pool asset 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 pool
asset documents and state laws;
and (C) such funds are returned to
the obligor within 30 calendar
days of full repayment of the
related pool assets, or such other
number of days specified in the
transaction agreements.
    
    
    
    X1122(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.
    
    
    
    X1122(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.
    
    
    
    X1122(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.
    
    
    
    X1122(d)(4)(xiv)
    
    Delinquencies, charge-offs and
uncollectible accounts are
recognized and recorded in
accordance with the transaction
agreements.
    
    
    
    X1122(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.
    
    X
   3