##### 



Exhibit 99.1
      Party A
  Party B
 Indenture Sale and Servicing Agreement
   Specified Entity
 (i)
    
    in relation to Party A: not applicable; and(ii)
    
    in relation to Party B: not applicable.
 Specified Transaction




---



##### 



Failure to Pay or Deliver
 Breach of Agreement
 Credit Support Default
 Misrepresentation
 Default under Specified Transaction
 Cross Default
  Specified Indebtedness
 Threshold Amount
 Shareholders Equity
 Bankruptcy
 2




---



##### 



Merger Without Assumption
  Illegality
 Tax Event
 Tax Event Upon Merger
 Credit Event Upon Merger
 Automatic Early Termination
 Payments on Early Termination
 (i)
    
    The definition of Market Quotation in Section 14 shall be deleted in its
entirety and replaced with the following:Market Quotationmeans, with respect to one or more Terminated Transactions, a
Firm Offer which is (1) made by an Eligible Replacement, (2) for an amount that
would be paid to Party B (expressed as a negative number) or by Party B (expressed
as a positive number) in consideration of an agreement between Party B and such
Eligible Replacement to enter into a Replacement Transaction, and (3) made on the
basis that Unpaid Amounts in respect of the Terminated Transaction or group of
Transactions are to be excluded but, without limitation, any payment or delivery
that would, but for the relevant Early Termination Date, have been required
(assuming satisfaction of each applicable condition precedent) after that Early
Termination Date is to be included.(ii)
    
    The definition of Settlement Amount shall be deleted in its entirety and
replaced with the following:
 3




---



##### 



Settlement Amount means, with respect to any Early Termination Date, an amount
(as determined by Party B) equal to the Termination Currency Equivalent of the
amount (whether positive or negative) of any Market Quotation for the relevant
Terminated Transaction or group of Terminated Transactions that is accepted by Party
B so as to become legally binding; provided that:(1)
    
    If, on the Early Termination Date, no Market Quotation for the relevant
Terminated Transaction or group of Terminated Transactions has been accepted by
Party B so as to become legally binding and one or more Market Quotations from
Approved Replacements have been communicated to Party B and remain capable of
becoming legally binding upon acceptance by Party B, the Settlement Amount shall
equal the Termination Currency Equivalent of the amount (whether positive or
negative) of the lowest of such Market Quotations (for the avoidance of doubt, the
lowest of such Market Quotations shall be the lowest Market Quotation of such Market
Quotations expressed as a positive number or, if any of such Market Quotations is
expressed as a negative number, the Market Quotation expressed as a negative number
with the largest absolute value); and(2)
    
    If, on the Early Termination Date, no Market Quotation for the relevant
Terminated Transaction or group of Terminated Transactions is accepted by Party B so
as to become legally binding and no Market Quotations from Approved Replacements
have been made and remain capable of becoming legally binding upon acceptance, the
Settlement Amount shall equal Party Bs Loss (whether positive or negative and
without reference to any Unpaid Amounts) for the relevant Terminated Transaction or
group of Terminated Transactions.(iii)
    
    If Party B, at the written direction of the Depositor, requests Party A in
writing to obtain Market Quotations, Party A shall use its reasonable efforts to do so
before the Early Termination Date.(iv)
    
    Without prejudice to Party Bs discretion as to the time of obtaining and
accepting quotations, Party B shall consult with Party A as to the day and time of
obtaining any quotations.(v)
    
    At any time on or before the Early Termination Date at which two or more Market
Quotations from Approved Replacements remain capable of becoming legally binding upon
acceptance, Party B shall be entitled to accept only the lowest of such Market
Quotations (for the avoidance of doubt, the lowest of such Market Quotations shall be
the lowest Market Quotation of such Market Quotations expressed as a positive number
or, if any of such Market Quotations are expressed as negative numbers, the Market
Quotation expressed as a negative number with the largest absolute value).(vi)
    
    If the Settlement Amount is a negative number, Section 6(e)(i)(3) shall be
deleted in its entirety and replaced with the following:(3) Second Method and Market Quotation.If the Second Method and Market Quotation
apply, (I) Party B shall pay to Party A an amount equal to the absolute value of the
Settlement Amount in respect of the Terminated Transactions, (II) Party B shall pay
to Party A the Termination Currency Equivalent of the Unpaid
 4




---



##### 



Amounts owing to Party
A and (III) Party A shall pay to Party B the Termination Currency Equivalent of the
Unpaid Amounts owing to Party B; provided, however, that (x) the amounts payable
under the immediately preceding clauses (II) and (III) shall be subject to netting
in accordance with Section 2(c) of this Agreement and (y) notwithstanding any other
provision of this Agreement, any amount payable by Party A under the immediately
preceding clause (III) shall not be netted-off against any amount payable by Party B
under the immediately preceding clause (I).
 Termination Currency
 (s)
    
    Additional Termination Events. The occurrence of any of the events specified in Part 5(b)
shall constitute an Additional Termination Event for purposes of Section 5(b)(v).
 5




---



##### 



(a)
    
    Tax Representations.
 (i)
    
    Payer Representations.For the purpose of Section 3(e) of this Agreement,(A)
    
    Party A makes the following representation:None.(B)
    
    Party B makes the following representation:None.(ii)
    
    Payee Representations.For the purpose of Section 3(f) of the Agreement,
Party A and Party B make no representations.
 (b)
    
    Tax Provisions.
 (i)
    
    Gross Up.Section 2(d)(i)(4) shall not apply to Party B as X, and Section
2(d)(ii) shall not apply to Party B as Y, in each case such that Party B shall not be
required to pay any additional amounts referred to therein.(ii)
    
    Indemnifiable Tax.The definition of Indemnifiable Tax in Section 14 is
deleted in its entirety and replaced with the following:Indemnifiable Taxmeans, in relation to payments by Party A, any Tax and, in
relation to payments by Party B, no Tax.
 6




---



##### 



Party required to
    
    Form/Document/
    
    Date by which todeliver document
    
    Certificate
    
    be delivered(i) Party A and Party B
    
    U.S. IRS Form W-9 (or
successor thereto).
    
    Promptly upon
execution of this
Agreement or
thereafter upon
previously delivered
forms becoming
obsolete;
 7




---



##### 



Party requiredto deliver
    
    Form/Document/
    
    Date by which to
    
    Covered bydocument
    
    Certificate
    
    be delivered
    
    Section 3(d)Party A and
Party B
    
    Any documents
required by the
receiving party to
evidence the
authority of the
delivering party or
its Credit Support
Provider, if any,
for it to execute
and deliver, and to
perform its
obligations under
this Agreement, any
Confirmation, and
any Credit Support
Documents to which
it is a party.
    
    Upon the execution
and delivery of
this Agreement
    
    YesParty A and
Party B
    
    Incumbency and
authority
certificate
authorizing the
officers of the
party signing this
Agreement, any
Confirmation, and
any relevant Credit
Support Document,
as the case may be.
    
    Upon the execution
and delivery of
this Agreement
    
    YesParty A and Party B
    
    An opinion of
counsel to such
party reasonably
acceptable to the
other party and the
Insurer.
    
    Upon the execution
and delivery of
this Agreement
    
    NoParty B
    
    A copy of the
Indenture, Sale and
Servicing Agreement
and all other Basic
Documents.
    
    Upon the execution
and delivery of
this Agreement
    
    Yes
 8




---



##### 



Addresses for Notices
 Address for notices or communications to Party A:
 Address:
    
    Capital Markets Legal388 Greenwich Street17th FloorNew York, New York 10013Attention:
    
    Department HeadFacsimile No.:
    
    212-816-5599
   Address:
    
    Legal Department77 Water Street9th FloorNew York, New York 10004Attention:
    
    Department HeadFacsimile No.:
    
    212-657-1452Address for notices or communications to Party B:Address:
    
    c/o Wilmington Trust Company1100 N. Market StreetWilmington, Delaware 19890Facsimile No.:
    
    302-636-4140Telephone No.:
    
    302-651-1000
 9




---



##### 



With a copy to:Address:
    
    Triad Financial Corporation7711 Center Avenue, Suite 100Huntington Beach, CA 92647Attention:
    
    Chief Financial OfficerFacsimile No.:
    
    714-894-8617Telephone No.:
    
    714-799-2284Address for notices or communications to the Insurer:Address:
    
    Financial Security Assurance Inc.31 West 52nd StreetNew York, New York 10019Attention:
    
    Managing Director-TransactionOversightRe: Triad Automobile ReceivablesTrust 2007-BPolicy No.: 51886B-NFacsimile No.:
    
    212-339-3518Telephone No.:
    
    212-826-0100E-mail:
    
    absreports@fsa.com
 Effectiveness of Notice
 Process Agent
   Offices
 Multibranch Party
  10




---



##### 



(f)
    
    Calculation Agent. The Calculation Agent will be Party A unless otherwise specified in a
Confirmation in reference to the relevant Transaction.
 Credit Support Document
 Credit Support Annex
  Credit Support Provider
 Governing Law.
 Affiliate
 Netting of Payments
 Single Agreement
 Local Business Day
 Definitions Definitions
 11




---



##### 



12




---



##### 



(a)
    
    No Set-Off
 (i)
    
    All payments under this Agreement shall be made without set-off or
counterclaim, except as expressly provided for in Section 2(c), Section 6 or Part
1(q)(vi) or in Section 8 of the Credit Support Annex.(ii)
    
    Section 6(e) shall be amended by the deletion of the following sentence: The
amount, if any, payable in respect of an Early Termination Date and determined pursuant
to this Section will be subject to any Set-off.
 (b)
    
    Additional Termination Events. The following Additional Termination Events will apply. For
purposes hereof, Party A shall be the sole Affected Party with respect to the events specified
at (i) to (v) below and Party B shall be the sole Affected Party in respect of the events
specified at (vi) and (vii) below:
 (i)
    
    An S&P Approved Ratings Downgrade Event has occurred and is continuing and
Party A has failed to comply with or perform any obligation to be complied with or
performed by Party A in accordance with the Credit Support Annex.(ii)
    
    A Moodys First Trigger Ratings Event has occurred and is continuing, and Party
A has failed to comply with or perform any obligation to be complied with or performed
by Party A in accordance with the Credit Support Annex.(iii)
    
    (1) An S&P Required Ratings Downgrade Event has occurred and is continuing and
Party A has failed to comply with or perform any obligation to be complied with or
performed by Party A in accordance with the Credit Support Annex or (2) An S&P Required
Ratings Downgrade Event has been continuing for 60 or more calendar days.(iv)
    
    A Moodys Second Trigger Ratings Event has occurred and is continuing and Party
A has failed to comply with or perform any obligation to be complied with or performed
by Party A in accordance with the Credit Support Annex and (i) at least one Eligible
Replacement has made a Firm Offer that would, assuming the occurrence of an Early
Termination Date, qualify as a Market Quotation and which remains capable of becoming
legally binding upon acceptance and (ii) 30 Local Business Days or more have elapsed
since such Moodys Second Trigger Rating Event first occurred.(v)
    
    Upon the occurrence of a Swap Disclosure Event (as defined in Part 5(q) below)
Party A has not, within 10 Business Days after such Swap Disclosure Event, complied
with any of the provisions set forth in clause (ii) of Part 5(q) below.(vi)
    
    An amendment, modification and/or supplement to any of the Basic Documents is
made without the prior written consent of Party A, where such consent is required
pursuant to the terms of any Basic Document and (A) such amendment, modification or
supplement would, in the reasonable judgement of Party A, materially and adversely
affect the rights or obligations of Party A in respect of the Agreement; and (B) the
Insurer had consented to such amendment, modification and/or supplement (except where
the Insurers consent is
not required as the result of an Insurer Default). Any payments owed to Party A under
this
 13




---



##### 



Agreement as a result of such Additional Termination Event shall be made without
regard to the effect of any such amendment, modification or supplement.(vii)
    
    The Indenture Trustee declares the Notes immediately due and payable following
the occurrence of an Event of Default (as defined in the Indenture) pursuant to Section
5.2(c) of the Indenture (provided that such acceleration has not been rescinded
pursuant to Section 5.2(d) of the Indenture) and the full and entire Trust Estate has
been liquidated by public or private sale or otherwise pursuant to Section 5.4 of the
Indenture. For the purpose of the foregoing Termination Event, (A) Party B shall be
the sole Affected Party and (B) notwithstanding the provisions of Section 6(b) of the
Agreement, the date of such liquidation shall be the Early Termination Date of the
Transaction.
 Required Ratings Downgrade Event
 Timing of Payments by Party B upon Early Termination
 Rating Agency Notifications
 Control Rights
  14




---



##### 



Conduct of Party B in connection with Replacement Transactions and Permitted Transfers
 Limited Recourse
  Non-petition provided
 Transfers
 15




---



##### 



(i)
    
    Neither this Agreement nor any interest or obligation in or under this
Agreement may be transferred (whether by way of security or otherwise) by either party
unless (a) the prior written consent of the other party and the Insurer (not to be
unreasonably withheld or delayed) is obtained and (b) the Rating Agency Condition has
been satisfied with respect to each Rating Agency other than Moodys, except that
Party A may (at its own cost):
 (A)
    
    transfer all or any part of its interest in any amount payable
to it if Party B is a Defaulting Party under Section 6(e); or(B)
    
    effect a Permitted Transfer of all or substantially all its
rights and obligations with respect to this Agreement to a Transferee (as
defined in Part 5(w) below):
 (I)
    
    at any time at which a Moodys First Trigger
Ratings Event, S&P Approved Ratings Downgrade Event or S&P Required
Ratings Downgrade Event has occurred and is continuing;(II)
    
    pursuant to Section 6(b)(ii) or Part 5(q)(ii);(III)
    
    pursuant to a consolidation or amalgamation
with, or merger with or into, or transfer of all or substantially all
its assets to, another entity; or(IV)
    
    to another of its offices or branches at any
time.
 Following such transfer, all references to Party A shall be deemed to be references
to the Transferee.(ii)
    
    If an entity has made a Firm Offer to be the transferee of a transfer to be
made in accordance with clause (B) above, Party B shall (at Party As cost) at Party
As written request, take any reasonable steps required to be taken by it to effect
such transfer.(iii)
    
    Party A consents to the pledge and assignment by Party B of Party Bs rights
and interests hereunder pursuant to the Indenture.
 Waiver of Right to Trial by Jury
 Severability
 Additional Representations
 (g)
    
    No Reliance. It has made its own independent decisions to enter into that
Transaction and as to whether that Transaction is appropriate or proper for it based
upon its own judgment and upon advice from such advisors as it has deemed necessary.
It is not
relying on any communication (written or oral) of the other party as investment
advice or
 16




---



##### 



as a recommendation to enter into that Transaction; it being understood
that information and explanations related to the terms and conditions of a
Transaction shall not be considered investment advice or a recommendation to enter
into that Transaction. It has not received from the other party any assurance or
guarantee as to the expected results of that Transaction.(h)
    
    Evaluation and Understanding.It is capable of evaluating and understanding
(on its own behalf or through independent professional advice), and understands and
accepts, the terms, conditions and risks of that Transaction. It is also capable of
assuming, and assumes, the financial and other risks of that Transaction.(i)
    
    Status of Parties.The other party is not acting as a fiduciary or an advisor
for it in respect of that Transaction.(j)
    
    Risk Management. Each of Party A and Party B represents that this Agreement
has been, and each Transaction hereunder has been or will be, as the case may be,
entered into for the purpose of managing its borrowings or investments, hedging its
underlying assets or liabilities or in connection with its line of business (including
financial intermediation services) and not for the purpose of speculation.(k)
    
    Eligible Contract Participant. Each of Party A and Party B represents that (a)
it is an eligible contract participant within the meaning of Section 1(a)(12) of the
Commodity Exchange Act, as amended (the CEA), (b) this Agreement and each Transaction
is subject to individual negotiation by each party, and (c) neither this Agreement nor
any Transaction will be executed or traded on a trading facility within the meaning
of Section 1a(33) of the CEA.(l)
    
    Financial Institution. Party A represents that it is a financial institution
as defined in the Federal Deposit Insurance Corporation Improvement Act of 1991 or
Regulation EE promulgated by the Federal Reserve Board thereunder.(m)
    
    FDIC Representation. Party A represents to Party B on the date on which Party
A enters into each Transaction that Party A is a depository institution subject to the
requirements of the Federal Deposit Insurance Act. This Agreement (including the
Credit Support Annex and each Confirmation) has been authorized by all necessary
corporate action of Party A, the person executing this Agreement on behalf of Party A
is an officer of Party A of the level of vice president or higher, and this Agreement
(including the Credit Support Annex and each Confirmation) will be maintained by Party
A in its official books and records.(n)
    
    Capacity. Party A represents to Party B on the date on which Party A enters
into each Transaction that it is entering into this Agreement and the Transaction as
principal and not as agent of any person. With respect to Party B, Wilmington Trust
Company is executing this Agreement in its capacity as the Owner Trustee on behalf of
Party B.(o)
    
    ERISA. The assets that are used in connection with the execution, delivery and
performance of this Agreement and the Transactions entered into pursuant hereto are not
the assets of an employee benefit or other plan subject to Title I of the Employee
Retirement Income Security Act of 1974, as amended (ERISA), a plan described in
Section 4975 of the Internal Revenue Code of 1986, as amended (the Code), an
entity
 17




---



##### 



whose underlying assets include plan assets by reason of Department of
Labor regulation section 2510.3-101, or a governmental plan that is subject to any
federal, state, or local law that is substantially similar to the provisions of
Section 406 of ERISA or Section 4975 of the Code.
 Recording of Conversations
 ( Owner Trustee Liability
 Transfer to Avoid Termination Event.
 Compliance with Regulation AB.
 (i)
    
    It shall be a swap disclosure event (Swap Disclosure Event) if, on any
Business Day after the date hereof for so long as the Issuer is required to file
periodic reports under the Exchange Act with respect to the Notes (such reports, the
Exchange Act Reports), Party B or the Depositor requests from Party A the applicable
financial information described in Item 1115(b) of Regulation AB (such request to be
based on a reasonable determination by the Depositor, based on significance estimates
made in substantially the same manner as that used in Triads internal risk management
process in respect of similar instruments and furnished by Triad to the Depositor, or
if Triad does not furnish such significance estimates to the Depositor, based on a
determination of such significance estimates by the Depositor in a commercially
reasonable manner) (the Swap Financial Disclosure).(ii)
    
    Upon the occurrence of a Swap Disclosure Event, Party A, at its own expense,
shall either (1)(a) either (i) provide to the Depositor the current Swap Financial
Disclosure in an EDGAR-compatible format (for example, such information may be provided
in Microsoft Word® or Microsoft Excel® format but not in .pdf format) or (ii) provide
 18




---



##### 



written consent to the Depositor to incorporation by reference of such current Swap
Financial Disclosure that are filed with the Securities and Exchange Commission in the
Exchange Act Reports of the Depositor, (b) if applicable, cause its outside accounting
firm to provide its consent to filing or incorporation by reference in the Exchange Act
Reports of the Depositor of such accounting firms report relating to their audits of
such current Swap Financial Disclosure, and (c) provide to the Depositor any updated
Swap Financial Disclosure with respect to Party A or any entity that consolidates Party
A within five days of the release of any such updated Swap Financial Disclosure; (2)
secure another entity through a Permitted Transfer to replace Party A as party to this
Agreement on terms substantially similar to this Agreement, which entity (or a
guarantor thereto) meets or exceeds both the Moodys Second Trigger Ratings Threshold
and the S&P Required Ratings Threshold and which entity complies with the requirements
of Item 1115 of Regulation AB and clause (1) above, or (3) obtain a guaranty of Party
As obligations under this Agreement from an Affiliate of Party A that complies with
the financial information disclosure requirements of Item 1115 of Regulation AB, and
cause such Affiliate to provide Swap Financial Disclosure and any future Swap Financial
Disclosure and other information pursuant to clause (1), such that disclosure provided
in respect of such Affiliate will satisfy any disclosure requirements applicable to
Party A.
 Amendments
 Subrogation
 Expenses
  Notices
 Article 76
 19




---



##### 



Additional Definitions
  Approved Replacement
 Citi-Sponsored
 Derivative Provider Trigger Event 
 Eligible Guarantee 
 Eligible Guarantor 
 Eligible Replacement 
 20




---



##### 



Financial Institution 
 Firm Offer 
 Moody  s 
 Moody  s First Trigger Ratings Event 
 Moody  s First Trigger Ratings Threshold 
 Moody  s Second Trigger Ratings Event 
 Moody  s Second Trigger Ratings Threshold 
 Permitted Transfer 
 21




---



##### 



Rating Agencies
  Rating Agency Condition 
  Relevant Entity 
  Replacement Ratings Threshold 
  Replacement Transaction 
  Required Ratings Downgrade Event 
  Required Ratings Threshold 
  S&P 
  S&P Approved Ratings Downgrade Event 
  S&P Approved Ratings Threshold 
 22




---



##### 



 S&P Required Ratings Downgrade Event 
  S&P Required Ratings Threshold 
 23




---



##### 



CITIBANK, N.A.
    
    
    
    TRIAD AUTOMOBILE RECEIVABLESTRUST 2007-BBy:
    
    /s/ Linda Cook

     Name: Linda Cook
     Title   
 Vice President
    
    
    
    By:
    
    WILMINGTON TRUST COMPANY,
not in its individual capacity but
solely as Owner TrusteeBy:
    
    /s/ Erwin M. Soriano

     Name: Erwin M. SorianoTitle:   Assistant Vice President
 24




---



##### 



Paragraph 13. Elections and Variables
 Security Interest for Obligations
 Credit Support Obligations
 (i)
    
    Delivery Amount, Return Amount and Credit Support Amount; Addition to Paragraph 3.
 (A)
    
    Delivery Amount has the meaning specified in Paragraph 3(a), except that:
 (I)
    
    the words upon a demand made by the Secured
Party on or promptly following a Valuation Date shall be deleted and
replaced with the words not later than the close of business on each
Valuation Date;(II)
    
    the sentence beginning Unless otherwise
specified in Paragraph 13 and ending (ii) the Value as of that
Valuation Date of all Posted Credit Support held by the Secured Party.
shall be deleted in its entirety and replaced with the following:The Delivery Amount applicable to the Pledgor for any
Valuation Date will equal the greatest of:
 (1)
    
    the amount by which (a) the
Moodys Credit Support Amount for such Valuation Date exceeds
(b) the Moodys Value, as of such Valuation Date, of all Posted
Credit Support held by the Secured Party; and(2)
    
    the amount by which (a) the S&P
Credit Support Amount for such Valuation Date exceeds (b) the
S&P Value, as of such Valuation Date, of all Posted Credit
Support held by the Secured Party; and
 (III)
    
    if, on any Valuation Date, the Delivery Amount
equals or exceeds the Pledgors Minimum Transfer Amount, the Pledgor
will Transfer to the Secured Party sufficient Eligible Credit Support
to ensure that, immediately following such transfer, the Delivery
Amount shall be zero.
 (B)
    
    Return Amount has the meaning specified in Paragraph 3(b),
except that:
 (I)
    
    the sentence beginning Unless otherwise
specified in Paragraph 13 and ending (ii) the Credit Support Amount.
shall be deleted in its entirety and replaced with the following:The Return Amount applicable to the Secured Party for any
Valuation Date will equal the least of:
 (1)
    
    the amount by which (a) the
Moodys Value, as of such Valuation Date, of all Posted Credit
Support held by the Secured Party
exceeds (b) the Moodys Credit Support Amount for such
Valuation Date; and
 11




---



##### 



(2)
    
    the amount by which (a) the S&P
Value, as of such Valuation Date, of all Posted Credit Support
held by the Secured Party exceeds (b) the S&P Credit Support
Amount for such Valuation Date; and
 (II)
    
    in no event shall the Secured Party be required
to Transfer any Posted Credit Support under Paragraph 3(b) if,
immediately following such transfer, the Delivery Amount would be
greater than zero.
   Moody s Credit Support Amount
 (i)
    
    if the Moodys Threshold for such Valuation
Date is zero and either (a) a Moodys Second Trigger Ratings Event is
not continuing or (b) a Moodys Second Trigger Ratings Event is
continuing but less than 30 Local Business Days have elapsed since such
Moodys Second Trigger Ratings Event first occurred, an amount in USD
equal to the greater of (1) the sum of (a) the Secured Partys Exposure
and (b) the aggregate of First Trigger Collateral Amounts (as defined
below) for all Transactions hereunder and (2) zero;(ii)
    
    so long as a Moodys Second Trigger Ratings
Event has occurred and is continuing and 30 or more Local Business Days
have elapsed since such Moodys Second Trigger Ratings Event first
occurred, an amount in USD equal to the greatest of (1) the sum of (a)
the Secured Partys Exposure and (b) the aggregate of Second Trigger
Collateral Amounts (as defined below) for all Transactions hereunder,
(2) an aggregate amount equal to the sum of the Floating Amounts
payable by Party A pursuant to each Transaction hereunder in respect of
the first Floating Rate Payer Payment Date scheduled to occur on or
after such Valuation Date and (3) zero; or(iii)
    
    if the Moodys Threshold for such Valuation
Date is infinity, zero.
 S&P Credit Support Amount
 (i)
    
    if the S&P Threshold for such Valuation Date is
zero and an S&P Required Ratings Downgrade Event has not been
continuing for 10 or more Local Business Days, an amount equal to the
Secured Partys Exposure;(ii)
    
    if the S&P Threshold for such Valuation Date is
zero and an S&P Required Ratings Downgrade Event has been continuing
for at least 10 Local Business Days, an amount equal to 125% of the
Secured Partys Exposure; or(iii)
    
    if the S&P Threshold is infinity, zero.
 12




---



##### 



First Trigger Collateral Amount
 Moody s Value
 S&P Value
 Second Trigger Collateral Amount
 (ii)
    
    Eligible Collateral. On any date, the following items will qualify as
Eligible Collateralfor Party A (all Eligible Collateral to be denominated in USD):
 (A) Valuation Percentage S&P
 S&P
    
    S&PApproved
    
    RequiredRatings
    
    RatingsDowngrade
    
    DowngradeEvent
    
    Event(i)    Cash
    
    
    100
    %
    
    
    80
    %(ii)   Coupon-bearing negotiable debt obligations
issued after 18 July 1984 by the U.S. Treasury
Department having a residual maturity on such
date of less than 5 years
    
    
    98
    %
    
    
    78.4
    %(iii)   Coupon-bearing negotiable debt obligations
issued after 18 July 1984 by the U.S. Treasury
Department having a residual maturity on such
date equal to or greater than 5 years but less
than or equal to 10 years
    
    
    92.6
    %
    
    
    74.1
    %
 S&P Valuation Percentage
 13




---



##### 



(B) Valuation
Percentage Moodys
 Moodys First Trigger
    
    Moodys Second TriggerINTRUMENT
    
    Ratings Event
    
    Ratings EventU.S. Dollar Cash
    
    100%
    
    100%Fixed-Rate Negotiable treasury Debt Issued by the U.S. Treasury Department 
with Remaining Maturity<1 Year
    
    100%
    
    100%1 to 2 years
    
    100%
    
    99%2 to 3 years
    
    100%
    
    98%3 to 5 years
    
    100%
    
    97%5 to 7 years
    
    100%
    
    96%7 to 10 years
    
    100%
    
    94%Floating-Rate Negotiable treasury Debt Issued by the U.S. Treasury DepartmentAll Maturities
    
    100%
    
    99%
 Moody s Valuation Percentage
 Other Eligible Support
 Thresholds
 (A)
 Moody  s Threshold  means, with respect to Party A and any Valuation Date, if a
Moodys First Trigger Ratings Event has occurred and is continuing and such Moodys
First Trigger Ratings Event has been continuing for at least 30 Local Business Days
or since this Annex was executed, zero; otherwise, infinity.
 (B)  S&P Threshold  means, with respect to Party A and any
Valuation Date, if (i) an S&P Approved Ratings Downgrade Event has been
continuing for at least 10 Local Business Days or since this Annex was
executed, or (ii) if an S&P Required Ratings
Downgrade Event has been continuing for at least 10 Local Business Days, zero;
otherwise, infinity.
 Minimum Transfer Amount  Minimum Transfer Amount 
 Rounding
 14




---



##### 



Valuation and Timing
 Valuation Agent
 Valuation Date
 Valuation Time provided
 Notification Time
 Conditions
Precedent and Secured Party s Rights and Remedies.
 Substitution
 Substitution Date
 Dispute Resolution
 Resolution Time
 Value
 Alternative
 Holding and Using Posted Collateral
 Eligibility to Hold Posted Collateral; Custodians
 15




---



##### 



Use of Posted Collateral
 Distributions and Interest Amount
 Interest Rate
 Transfer of Interest Amount provided
 Alternative to Interest Amount
 Distributions
  Additional Representations
    Other Eligible Support and Other Posted Support
 Value
 Transfer
 Demands and Notices
 16




---



##### 



th nd
  Return of Fungible Securities
  Other Provisions
 Actions Hereunder
 Events of Default
  Agreement as to Single Secured Party and Pledgor.
  Expenses.
  17




---



##### 



Execution Copies of Credit Support Annex.
 ©
 18




---



##### 



Citibank, N.A.
    
    
    
    Triad Automobile Receivables Trust 2007-BBy:
    
    /s/ Linda Cook

     Name: Linda Cook
     Title:   Vice President
    
    
    
    By:
    
    Wilmington Trust Company, not in
its individual capacity but solely as Owner 
TrusteeBy:
    
    /s/ Erwin M. Soriano

     Name: Erwin M. SorianoTitle:   Assistant Vice President




---



##### 



EXHIBIT A
 FIRST TRIGGER COLLATERAL AMOUNT APPLICABLE PERCENTAGES
 Interest Rate Hedges
    
    Currency HedgesWeighted Average Life
    
    Valuation Dates:of Hedge in Years
    
    Daily
    
    Weekly
    
    Daily
    
    WeeklyLess than 1 year
    
    
    0.15
    %
    
    
    0.25
    %
    
    
    1.10
    %
    
    
    2.20
    %Equal to or greater
than 1 year but less
than 2 years
    
    
    0.30
    %
    
    
    0.50
    %
    
    
    1.20
    %
    
    
    2.40
    %Equal to or greater
than 2 years but
less than 3 years
    
    
    0.40
    %
    
    
    0.70
    %
    
    
    1.30
    %
    
    
    2.60
    %Equal to or greater
than 3 years but
less than 4 years
    
    
    0.60
    %
    
    
    1.00
    %
    
    
    1.40
    %
    
    
    2.80
    %Equal to or greater
than 4 years but
less than 5 years
    
    
    0.70
    %
    
    
    1.20
    %
    
    
    1.50
    %
    
    
    2.90
    %Equal to or greater
than 5 years but
less than 6 years
    
    
    0.80
    %
    
    
    1.40
    %
    
    
    1.60
    %
    
    
    3.10
    %Equal to or greater
than 6 years but
less than 7 years
    
    
    1.00
    %
    
    
    1.60
    %
    
    
    1.60
    %
    
    
    3.30
    %Equal to or greater
than 7 years but
less than 8 years
    
    
    1.10
    %
    
    
    1.80
    %
    
    
    1.70
    %
    
    
    3.40
    %Equal to or greater
than 8 years but
less than 9 years
    
    
    1.20
    %
    
    
    2.00
    %
    
    
    1.80
    %
    
    
    3.60
    %Equal to or greater
than 9 years but
less than 10 years
    
    
    1.30
    %
    
    
    2.20
    %
    
    
    1.90
    %
    
    
    3.80
    %Equal to or greater
than 10 years but
less than 11 years
    
    
    1.40
    %
    
    
    2.30
    %
    
    
    1.90
    %
    
    
    3.90
    %Equal to or greater
than 11 years but
less than 12 years
    
    
    1.50
    %
    
    
    2.50
    %
    
    
    2.00
    %
    
    
    4.00
    %Equal to or greater
than 12 years but
less than 13 years
    
    
    1.60
    %
    
    
    2.70
    %
    
    
    2.10
    %
    
    
    4.10
    %Equal to or greater
than 13 years but
less than 14 years
    
    
    1.70
    %
    
    
    2.80
    %
    
    
    2.10
    %
    
    
    4.30
    %Equal to or greater
than 14 years but
less than 15 years
    
    
    1.80
    %
    
    
    3.00
    %
    
    
    2.20
    %
    
    
    4.40
    %Equal to or greater
than 15 years but
less than 16 years
    
    
    1.90
    %
    
    
    3.20
    %
    
    
    2.30
    %
    
    
    4.50
    %Equal to or greater
than 16 years but
less than 17 years
    
    
    2.00
    %
    
    
    3.30
    %
    
    
    2.30
    %
    
    
    4.60
    %Equal to or greater
than 17 years but
less than 18 years
    
    
    2.00
    %
    
    
    3.50
    %
    
    
    2.40
    %
    
    
    4.80
    %Equal to or greater
than 18 years but
less than 19 years
    
    
    2.00
    %
    
    
    3.60
    %
    
    
    2.40
    %
    
    
    4.90
    %Equal to or greater
than 19 years but
less than 20 years
    
    
    2.00
    %
    
    
    3.70
    %
    
    
    2.50
    %
    
    
    5.00
    %Equal to or greater
than 20 years but
less than 21 years
    
    
    2.00
    %
    
    
    3.90
    %
    
    
    2.50
    %
    
    
    5.00
    %
 A-1




---



##### 



Interest Rate Hedges
    
    Currency HedgesWeighted Average Life
    
    Valuation Dates:of Hedge in Years
    
    Daily
    
    Weekly
    
    Daily
    
    WeeklyEqual to or greater
than 21 years but
less than 22 years
    
    
    2.00
    %
    
    
    4.00
    %
    
    
    2.50
    %
    
    
    5.00
    %Equal to or greater
than 22 years but
less than 23 years
    
    
    2.00
    %
    
    
    4.00
    %
    
    
    2.50
    %
    
    
    5.00
    %Equal to or greater
than 23 years but
less than 24 years
    
    
    2.00
    %
    
    
    4.00
    %
    
    
    2.50
    %
    
    
    5.00
    %Equal to or greater
than 24 years but
less than 25 years
    
    
    2.00
    %
    
    
    4.00
    %
    
    
    2.50
    %
    
    
    5.00
    %Equal to or greater
than 25 years but
less than 26 years
    
    
    2.00
    %
    
    
    4.00
    %
    
    
    2.50
    %
    
    
    5.00
    %Equal to or greater
than 26 years but
less than 27 years
    
    
    2.00
    %
    
    
    4.00
    %
    
    
    2.50
    %
    
    
    5.00
    %Equal to or greater
than 27 years but
less than 28 years
    
    
    2.00
    %
    
    
    4.00
    %
    
    
    2.50
    %
    
    
    5.00
    %Equal to or greater
than 28 years but
less than 29 years
    
    
    2.00
    %
    
    
    4.00
    %
    
    
    2.50
    %
    
    
    5.00
    %Equal to or greater
than 29 years but
less than 30 years
    
    
    2.00
    %
    
    
    4.00
    %
    
    
    2.50
    %
    
    
    5.00
    %Equal to 30 years
    
    
    2.00
    %
    
    
    4.00
    %
    
    
    2.50
    %
    
    
    5.00
    %
 A-2




---



##### 



EXHIBIT B
 SECOND TRIGGER COLLATERAL AMOUNT APPLICABLE PERCENTAGES
   Transaction-Specific Hedge 
 Interest Rate Swaps
    
    Currency SwapsWeighted Average Life
    
    Valuation Dates:of Hedge in Years
    
    Daily
    
    Weekly
    
    Daily
    
    WeeklyLess than 1 year
    
    
    0.50
    %
    
    
    0.60
    %
    
    
    6.10
    %
    
    
    7.25
    %Equal to or greater
than 1 year but less
than 2 years
    
    
    1.00
    %
    
    
    1.20
    %
    
    
    6.30
    %
    
    
    7.50
    %Equal to or greater
than 2 years but less
than 3 years
    
    
    1.50
    %
    
    
    1.70
    %
    
    
    6.40
    %
    
    
    7.70
    %Equal to or greater
than 3 years but less
than 4 years
    
    
    1.90
    %
    
    
    2.30
    %
    
    
    6.60
    %
    
    
    8.00
    %Equal to or greater
than 4 years but less
than 5 years
    
    
    2.40
    %
    
    
    2.80
    %
    
    
    6.70
    %
    
    
    8.20
    %Equal to or greater
than 5 years but less
than 6 years
    
    
    2.80
    %
    
    
    3.30
    %
    
    
    6.80
    %
    
    
    8.40
    %Equal to or greater
than 6 years but less
than 7 years
    
    
    3.20
    %
    
    
    3.80
    %
    
    
    7.00
    %
    
    
    8.60
    %Equal to or greater
than 7 years but less
than 8 years
    
    
    3.60
    %
    
    
    4.30
    %
    
    
    7.10
    %
    
    
    8.80
    %Equal to or greater
than 8 years but less
than 9 years
    
    
    4.00
    %
    
    
    4.80
    %
    
    
    7.20
    %
    
    
    9.00
    %Equal to or greater
than 9 years but less
than 10 years
    
    
    4.40
    %
    
    
    5.30
    %
    
    
    7.30
    %
    
    
    9.20
    %Equal to or greater
than 10 years but
less than 11 years
    
    
    4.70
    %
    
    
    5.60
    %
    
    
    7.40
    %
    
    
    9.30
    %Equal to or greater
than 11 years but
less than 12 years
    
    
    5.00
    %
    
    
    6.00
    %
    
    
    7.50
    %
    
    
    9.50
    %Equal to or greater
than 12 years but
less than 13 years
    
    
    5.40
    %
    
    
    6.40
    %
    
    
    7.60
    %
    
    
    9.70
    %Equal to or greater
than 13 years but
less than 14 years
    
    
    5.70
    %
    
    
    6.80
    %
    
    
    7.70
    %
    
    
    9.80
    %Equal to or greater
than 14 years but
less than 15 years
    
    
    6.00
    %
    
    
    7.20
    %
    
    
    7.80
    %
    
    
    10.00
    %Equal to or greater
than 15 years but
less than 16 years
    
    
    6.30
    %
    
    
    7.60
    %
    
    
    7.90
    %
    
    
    10.00
    %Equal to or greater
than 16 years but
less than 17 years
    
    
    6.60
    %
    
    
    7.90
    %
    
    
    8.00
    %
    
    
    10.00
    %Equal to or greater
than 17 years but
less than 18 years
    
    
    6.90
    %
    
    
    8.30
    %
    
    
    8.10
    %
    
    
    10.00
    %
 B-1




---



##### 



Interest Rate Swaps
    
    Currency SwapsWeighted Average Life
    
    Valuation Dates:of Hedge in Years
    
    Daily
    
    Weekly
    
    Daily
    
    WeeklyEqual to or greater
than 18 years but
less than 19 years
    
    
    7.20
    %
    
    
    8.60
    %
    
    
    8.20
    %
    
    
    10.00
    %Equal to or greater
than 19 years but
less than 20 years
    
    
    7.50
    %
    
    
    9.00
    %
    
    
    8.20
    %
    
    
    10.00
    %Equal to or greater
than 20 years but
less than 21 years
    
    
    7.80
    %
    
    
    9.00
    %
    
    
    8.30
    %
    
    
    10.00
    %Equal to or greater
than 21 years but
less than 22 years
    
    
    8.00
    %
    
    
    9.00
    %
    
    
    8.40
    %
    
    
    10.00
    %Equal to or greater
than 22 years but
less than 23 years
    
    
    8.00
    %
    
    
    9.00
    %
    
    
    8.50
    %
    
    
    10.00
    %Equal to or greater
than 23 years but
less than 24 years
    
    
    8.00
    %
    
    
    9.00
    %
    
    
    8.60
    %
    
    
    10.00
    %Equal to or greater
than 24 years but
less than 25 years
    
    
    8.00
    %
    
    
    9.00
    %
    
    
    8.60
    %
    
    
    10.00
    %Equal to or greater
than 25 years but
less than 26 years
    
    
    8.00
    %
    
    
    9.00
    %
    
    
    8.70
    %
    
    
    10.00
    %Equal to or greater
than 26 years but
less than 27 years
    
    
    8.00
    %
    
    
    9.00
    %
    
    
    8.80
    %
    
    
    10.00
    %Equal to or greater
than 27 years but
less than 28 years
    
    
    8.00
    %
    
    
    9.00
    %
    
    
    8.80
    %
    
    
    10.00
    %Equal to or greater
than 28 years but
less than 29 years
    
    
    8.00
    %
    
    
    9.00
    %
    
    
    8.90
    %
    
    
    10.00
    %Equal to or greater
than 29 years but
less than 30 years
    
    
    8.00
    %
    
    
    9.00
    %
    
    
    8.90
    %
    
    
    10.00
    %Equal to 30 years
    
    
    8.00
    %
    
    
    9.00
    %
    
    
    9.00
    %
    
    
    10.00
    %
  Interest Rate Hedges
    
    Currency HedgesWeighted Average Life
    
    Valuation Dates:of Hedge in Years
    
    Daily
    
    Weekly
    
    Daily
    
    WeeklyLess than 1 year
    
    
    0.65
    %
    
    
    0.75
    %
    
    
    6.30
    %
    
    
    7.40
    %Equal to or greater
than 1 year but less
than 2 years
    
    
    1.30
    %
    
    
    1.50
    %
    
    
    6.60
    %
    
    
    7.80
    %Equal to or greater
than 2 years but
less than 3 years
    
    
    1.90
    %
    
    
    2.20
    %
    
    
    6.90
    %
    
    
    8.20
    %Equal to or greater
than 3 years but
less than 4 years
    
    
    2.50
    %
    
    
    2.90
    %
    
    
    7.10
    %
    
    
    8.50
    %Equal to or greater
than 4 years but
less than 5 years
    
    
    3.10
    %
    
    
    3.60
    %
    
    
    7.40
    %
    
    
    8.90
    %Equal to or greater
than 5 years but
less than 6 years
    
    
    3.60
    %
    
    
    4.20
    %
    
    
    7.70
    %
    
    
    9.20
    %Equal to or greater
than 6 years but
less than 7 years
    
    
    4.20
    %
    
    
    4.80
    %
    
    
    7.90
    %
    
    
    9.60
    %Equal to or greater
than 7 years but
less than 8 years
    
    
    4.70
    %
    
    
    5.40
    %
    
    
    8.20
    %
    
    
    9.90
    %
 B-2




---



##### 



Interest Rate Hedges
    
    Currency HedgesWeighted Average Life
    
    Valuation Dates:of Hedge in Years
    
    Daily
    
    Weekly
    
    Daily
    
    WeeklyEqual to or greater
than 8 years but
less than 9 years
    
    
    5.20
    %
    
    
    6.00
    %
    
    
    8.40
    %
    
    
    10.20
    %Equal to or greater
than 9 years but
less than 10 years
    
    
    5.70
    %
    
    
    6.60
    %
    
    
    8.60
    %
    
    
    10.50
    %Equal to or greater
than 10 years but
less than 11 years
    
    
    6.10
    %
    
    
    7.00
    %
    
    
    8.80
    %
    
    
    10.70
    %Equal to or greater
than 11 years but
less than 12 years
    
    
    6.50
    %
    
    
    7.50
    %
    
    
    9.00
    %
    
    
    11.00
    %Equal to or greater
than 12 years but
less than 13 years
    
    
    7.00
    %
    
    
    8.00
    %
    
    
    9.20
    %
    
    
    11.30
    %Equal to or greater
than 13 years but
less than 14 years
    
    
    7.40
    %
    
    
    8.50
    %
    
    
    9.40
    %
    
    
    11.50
    %Equal to or greater
than 14 years but
less than 15 years
    
    
    7.80
    %
    
    
    9.00
    %
    
    
    9.60
    %
    
    
    11.80
    %Equal to or greater
than 15 years but
less than 16 years
    
    
    8.20
    %
    
    
    9.50
    %
    
    
    9.80
    %
    
    
    11.80
    %Equal to or greater
than 16 years but
less than 17 years
    
    
    8.60
    %
    
    
    9.90
    %
    
    
    10.00
    %
    
    
    12.00
    %Equal to or greater
than 17 years but
less than 18 years
    
    
    9.00
    %
    
    
    10.40
    %
    
    
    10.10
    %
    
    
    12.00
    %Equal to or greater
than 18 years but
less than 19 years
    
    
    9.40
    %
    
    
    10.80
    %
    
    
    10.30
    %
    
    
    12.00
    %Equal to or greater
than 19 years but
less than 20 years
    
    
    9.70
    %
    
    
    11.00
    %
    
    
    10.50
    %
    
    
    12.00
    %Equal to or greater
than 20 years but
less than 21 years
    
    
    10.00
    %
    
    
    11.00
    %
    
    
    10.70
    %
    
    
    12.00
    %Equal to or greater
than 21 years but
less than 22 years
    
    
    10.00
    %
    
    
    11.00
    %
    
    
    10.80
    %
    
    
    12.00
    %Equal to or greater
than 22 years but
less than 23 years
    
    
    10.00
    %
    
    
    11.00
    %
    
    
    11.00
    %
    
    
    12.00
    %Equal to or greater
than 23 years but
less than 24 years
    
    
    10.00
    %
    
    
    11.00
    %
    
    
    11.00
    %
    
    
    12.00
    %Equal to or greater
than 24 years but
less than 25 years
    
    
    10.00
    %
    
    
    11.00
    %
    
    
    11.00
    %
    
    
    12.00
    %Equal to or greater
than 25 years but
less than 26 years
    
    
    10.00
    %
    
    
    11.00
    %
    
    
    11.00
    %
    
    
    12.00
    %Equal to or greater
than 26 years but
less than 27 years
    
    
    10.00
    %
    
    
    11.00
    %
    
    
    11.00
    %
    
    
    12.00
    %Equal to or greater
than 27 years but
less than 28 years
    
    
    10.00
    %
    
    
    11.00
    %
    
    
    11.00
    %
    
    
    12.00
    %Equal to or greater
than 28 years but
less than 29 years
    
    
    10.00
    %
    
    
    11.00
    %
    
    
    11.00
    %
    
    
    12.00
    %Equal to or greater
than 29 years but
less than 30 years
    
    
    10.00
    %
    
    
    11.00
    %
    
    
    11.00
    %
    
    
    12.00
    %Equal to 30 years
    
    
    10.00
    %
    
    
    11.00
    %
    
    
    11.00
    %
    
    
    12.00
    %
 B-3