Exhibit
        33(c)


**ASSERTION
      OF COMPLIANCE WITH APPLICABLE SERVICING**


**CRITERIA**




The
      Bank
      of New York and The Bank of New York Trust Company, N. A. (collectively, the
      "Company") provides this platform-level assessment of compliance with the
      servicing criteria
      specified in Item 1122(d) of Regulation AB promulgated by the Securities and Exchange
      Commission.




Management
      has determined that the following servicing criteria are applicable in regards
      to the following servicing platform for the following period:




Platform :
      Publicly-issued (i.e., transaction-level reporting initially required under
      the Securities
      Exchange Act of 1934, as amended) residential mortgage-backed securities and
      other mortgage-related asset-backed securities issued on or after January 1,
      2006 (and
      like-kind transactions issued prior to January 1, 2006) for which the Company
      provides trustee, securities administration, paying agent or custodial services.
      The platform includes like kind transactions for which the Company provided
      trustee, securities administrator, paying agent or custodial services as a
      result of the Company's acquisition
      as of October 1, 2006 of portions of JPMorgan Chase Bank, N.A.'s corporate
      trust
      business, including structured finance agency and trust
      transactions.




Applicable
      Servicing Criteria :
      All
      servicing criteria set forth in Item 1122(d), to the extent
      required by the related transaction agreements as to any transaction, except
      for
      the following
      criteria: 1122 (d) (1)(ii), (iii), (iv), (4) (iv), (v), (vi), (vii), (viii),
      (ix), (x), (xi), (xii)
      and
      (xiii).




Period :
      Twelve
      months ended December 31, 2006.




With
      respect to the Platform and the Period, the Company provides the following
      assessment of compliance in respect of the Applicable Servicing
      Criteria:




•      
      The Company is responsible for assessing its compliance with the Applicable
      Servicing Criteria.




•  The
      Company has assessed compliance with the Applicable Servicing
      Criteria.




•  As
      of
      December 31, 2006 and for the Period, the Company was in material compliance with
      the
      Applicable Servicing Criteria.











Ernst
      & Young LLP, an independent registered public accounting firm, has issued an
      attestation report with respect to the Company's foregoing assessment of
      compliance.




The
                Bank of New York
              
              The
                Bank of New YorkThe
                Bank of New York Trust
              
              The
                Bank of New York TrustCompany, N.A.
              
              Company, N.A./s/
                Robert L. Griffin
              
              /s/
                Patrick J. TadieRobert
                L. Griffin
              
              Patrick
                J. TadieAuthorized
                Signer
              
              Authorized
                Signer




March
      1,
      2007