Exhibit 34.2

[LOGO] HEIN & ASSOCIATES LLP
       Certified Public Accountants and Advisors

             REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

Clayton Fixed Income Services
Denver, Colorado

We have examined management's assertion, included in the accompanying
Certification Regarding Compliance with Applicable Serving Criteria Report
("Management's Report"), that Clayton Fixed Income Services ("CFIS") complied
with the following list of specified requirements pursuant to agreements with
certain Trusts identified below. The transactions covered by this report include
mortgage-backed securities transactions (each, a "Trust") for which CFIS acted
as credit risk manager (the "Platform"), including: Fremont 2006-3.

Clayton shall have prepared and made available on or about the 15th calendar day
of each month the following reports (the "Reports"):

      (i)   The Watchlist Report including a listing of mortgage loans in any
            delinquency status, including current and paid off loans, and any
            additional comments by Clayton.

      (ii)  The Loss Severity Report providing a compilation and summary of all
            losses, indicating the loan loss severity for each mortgage pool.

      (iii) The Mortgage Insurance Claims Report providing a summary of claims
            submitted to the PMI Insurer by the servicers, claim payment and
            denial information, and penalties accessed.

      (iv)  The Prepayment Premiums Report indicating prepayment premiums
            accessed or waived by each servicer.

      (v)   The Analytics Report including statistical and/or graphical
            portrayals of:

            (A)   The delinquency trend

            (B)   Prepayment analysis, and

            (C)   The standard default assumptions

We have not examined any of the underlying information contained within the
Reports, and as such, express no opinion related to the underlying information
contained within the Reports.

Management is responsible for Clayton Fixed Income Services' compliance with
those requirements. Our responsibility is to express an opinion on management's
assertion about Clayton Fixed Income Services' compliance based on our
examination.

717 17th Street, 16th Floor          [LOGO]
Denver, Colorado 80202-3323          Celebrating
Phone: 303-298-9600                       30
Fax: 303-298-8118                         years
www.heincpa.com

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Clayton Fixed Income Services
Page 2

 the attestation standards of
the Public Company Accounting Oversight Board
the Public Company Accounting Oversight Board (United States) and, accordingly,
included examining, on a test basis, evidence about Clayton Fixed Income
Services' compliance with those requirements and performing such other
procedures as we considered necessary in the circumstances. We believe that our
examination provides a reasonable basis for our opinion. Our examination does
not provide a legal determination on Clayton Fixed Income Services' compliance
with specified requirements.

In our opinion, except for items observed in the Management Report, management's
assertion that Clayton Fixed Income Services complied with the aforementioned
requirements during the period from January 1, 2006 to December 31, 2006 is
fairly stated, in all material respects.

We have not examined any of the other assertions included in management's report
and, accordingly, express no opinion on assertions not specifically identified
above.

/s/ HEIN & ASSOCIATES LLP

HEIN & ASSOCIATES LLP

Denver, Colorado
March 16, 2007