**Exhibit34.1**

 
|        | **Deloitte &  Touche LLP** |
|--------|--------------------------------|
|   | 111 S. Wacker Drive            |
|   | Chicago, IL 60606-4301         |
|   | USA                            |
|   |                           |
|   | Tel: +1 312 486 1000           |
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|   | www.deloitte.com               |

 

**REPORT OFINDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM**

 

Board of Directors andShareholders John Deere Capital Corporation

 

We have examined management’sassertion, included in the accompanying Management’s Report on Assessment ofCompliance with SEC Regulation AB Servicing Criteria, that John Deere CapitalCorporation (the “Company”) complied with the servicing criteria set forth inItem 1122(d) of the Securities and Exchange Commission’s Regulation AB for theasset backed securities transactions that are backed by the same asset typebacking the asset backed securities issued by John Deere Owner Trust that werecompleted after January 1, 2006 and registered with the SEC pursuant to theSecurities Act of 1933 (the “Platform”), as of and for the year ended October 31,2009, excluding criteria 1122(d)(1)(iii), pertaining to maintaining a back-upservicer, 1122(d)(2)(iv), requirements of a fidelity bond and errors andomissions insurance, 1122(d)(2)(vi), safeguarding of checks, and1122(d)(4)(ix)-(xiii) and (xv), which management has determined are notapplicable to the activities performed by the Company with respect to thePlatform (management’s assertion identifies the individual asset-backedtransactions defined by management as constituting the platform). Management isresponsible for the Company’s compliance with the servicing criteria. Ourresponsibility is to express an opinion on management’s assertion about theCompany’s compliance with the servicing criteria based on our examination.

 

Our examination wasconducted in accordance with attestation standards established by the AmericanInstitute of Certified Public Accountants, as adopted by the Public CompanyAccounting Oversight Board (United States), and, accordingly, includedexamining, on a test basis, evidence about the Company’s compliance with theapplicable servicing criteria, including tests on a sample basis of theservicing activities related to the Platform, determining whether the Companyperformed those selected activities in compliance with the servicing criteriaduring the specified period, and performing such other procedures as weconsidered necessary in the circumstances. Our procedures were limited toselected servicing activities performed by the Company during the periodcovered by this report and, accordingly, such samples may not have includedservicing activities related to each asset-backed transaction included in thePlatform. Further, an examination is not designed to detect noncompliancearising from errors that may have occurred prior to the period specified abovethat may have affected the balances or amounts calculated or reported by theCompany during the period covered by this report. We believe that ourexamination provides a reasonable basis for our opinion. Our examination doesnot provide a legal determination on the Company’s compliance with theservicing criteria.

 

Our examination detectedmaterial noncompliance with servicing criteria 1122(d)(3)(i) applicable to theCompany during the year ended October 31, 2009 related to clerical errorsaffecting the beginning pool balance, servicer fees, prepayment amounts andpool factor reported in the JDOT 2009 settlement statements.

 
|   | Member of                |
|--------|--------------------------|
|   | Deloitte Touche Tohmatsu |

 

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In our opinion, except forthe material noncompliance described in the preceding paragraph, the Companycomplied with the aforementioned applicable servicing criteria as of and forthe year ended October 31, 2009 for the Platform, in all material respects.

 

 

Chicago, Illinois

January 13, 2010

 

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