Exhibit
      34.2













Report of Independent Registered Public
Accounting Firm





To the Board of
Directors


FDI Computer Consulting,
Inc.


dba FDI Collateral
Management


Sacramento, CA





We have examined management’s assertion,
included in the accompanying Management’s Assertion Report, on Compliance with
Applicable Servicing Criteria (Management’s Assertion) that FDI Computer
Consulting, Inc., dba FDI Collateral Management (the Company), a wholly
owned subsidiary of Trivin, Inc., complied with the servicing criteria set forth
in Item 1122(d) of the Securities and Exchange Commission’s (SEC) Regulation AB
for collateral being serviced that are encompassed by contractual obligations to
perform Regulation AB reporting (the Platform), including only those
asset-backed securities transactions defined below, as of and for the year ended
March 31, 2010, excluding the following criteria set forth in Items
1122(d)(1)(ii)-(iv), 1122(d)(2)(i)-(vii)(D), 1122(d)(3)(i)-(iv) and 1122(d)(4)(iii)-(xv), which management has determined
are not applicable to the activities performed by the Company with respect to
the Platform. Management’s Assertion identifies the individual asset-backed
transactions defined by management as constituting the Platform, which is
identified in Exhibit A. Management is responsible for the Company’s compliance
with the servicing criteria. Our responsibility is to express an opinion on
management’s assertion about the Company’s compliance with the servicing
criteria, based on our examination.





Our examination was conducted in
accordance with attestation standards established by the American Institute of
Certified Public Accountants, as adopted by the Public Company Accounting
Oversight Board (United States), and, accordingly, included examining, on a test
basis, evidence about the Company’s compliance with the applicable servicing
criteria, including tests on a sample basis of the servicing activities related
to the Platform, determining whether the Company performed those activities in
compliance with the servicing criteria during the specified period and
performing such other procedures as we considered necessary in the
circumstances. Our procedures were limited to selected servicing activities
performed by the Company during the period covered by this report, and
accordingly, such samples may not have included servicing activities related to
each asset-backed transaction in the Platform. Further, an examination is not
designed to detect noncompliance arising from errors that may have occurred
prior to the period specified above that may have affected the collateral being
serviced by the Company during the period covered by this report. We believe
that our examination provides a reasonable basis for our opinion. Our
examination does not provide a legal determination on the Company’s compliance
with the servicing criteria.





In our opinion, Management’s Assertion
that the Company complied with the aforementioned applicable servicing criteria
as of and for the year ended March 31, 2010 for the Platform is fairly stated,
in all material respects.










Irvine, CA


May 27, 2010








McGladrey
& Pullen, LLP is a member firm of RSM International,


an
affiliation of separate and independent legal entities.





Exhibit
A





FDI’s
Assessment of Compliance with Servicing Criteria applies to the following
transactions:





AMERICAN
HONDA AUTO FINANCE





Honda
Auto Receivables 2009-2 Owner Trust


Honda
Auto Receivables 2009-3 Owner Trust


Honda
Auto Receivables 2010-1 Owner Trust