MS Structured Tile Series 2006-1 10-K

Exhibit
33.1



Report
of U.S. Bank National Association, as successor-in-interest to Bank of America, National Association, on Assessment of Compliance
with Servicing Criteria for Asset-Backed Securities







Management’s
Assertion



Report
on Assessment of Compliance with Applicable Servicing Criteria



Management
of U.S. Bank National Association and U.S. Bank Trust Company, National Association (collectively “U.S. Bank”) is
responsible for assessing compliance as of and for the year ended December 31, 2023 with the servicing criteria set forth in Item
1122 (d) of Regulation AB applicable to it as set forth on Exhibit A hereto. This report covers asset backed securities transactions
within the U.S. Bank Corporate Trust Asset-Backed Securities Platform1 (the “Platform”)



U.S.
Bank hereby provides the following report on its assessment of compliance with the servicing criteria set forth in Item 1122 of
Regulation AB applicable to it and as described on Exhibit A hereto:



| | 1. | U.S.
                                         Bank is responsible for assessing its compliance with the servicing criteria applicable
                                         to it as noted on the accompanying Exhibit A;
| | -- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



| | 2. | Except
                                         as set forth in paragraph 3 below, U.S. Bank used the criteria set forth in paragraph
                                         (d) of Item 1122 of Regulation AB to assess its compliance with the applicable servicing
                                         criteria;
| | -- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



| | 3. | The
                                         criteria listed in the column titled “Inapplicable Servicing Criteria” on
                                         Exhibit A hereto are inapplicable to U.S. Bank based on the servicing activities it performs
                                         directly with respect to the Platform;
| | -- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



| | 4. | U.S.
                                         Bank has complied, in all material respects, with the applicable servicing criteria as
                                         of and for the year ended December 31, 2023; and
| | -- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



| | 5. | Ernst
                                         & Young, LLP, a registered public accounting firm, has issued an attestation report
                                         on U.S. Bank’s assessment of compliance with the applicable servicing criteria
                                         as of and for the year ended December 31, 2023.
| | -- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------










1The U.S. Bank Corporate Trust Asset-Backed Securities Platform (the “Platform”) consists of the activities involved
in the performance of servicing functions for which the Company provides trustee, securities administration, registrar and paying
agent services for (i) publicly issued asset-backed and mortgage-backed transactions the securities of which were offered on or
after January 1, 2006 and (ii) certain asset-backed transactions for which the Issuer has voluntarily elected to make Regulation
AB compliant filings under the Securities Exchange Act of 1934, as amended.



|Corporate Trust ABS Platform (A) | 1 | 
|-------------------------------- | - | 









U.S.
BANK NATIONAL ASSOCIATION



/s/ Jeff Kerr






Name: Jeff Kerr

Title: Executive Vice President





U.S. BANK TRUST COMPANY, NATIONAL
ASSOCIATION



/s/ Jeff Kerr






Name: Jeff Kerr

Title: Executive Vice President



Dated:
February 27, 2024





|Corporate Trust ABS Platform (A) | 2 | 
|-------------------------------- | - | 









EXHIBIT
A to Management’s Assertion

|Reference                                                                   | Servicing
    Criteria                                                                                                                                                                                                                                                                                                                                                          | Applicable
    
Servicing 
Criteria | Inapplicable
    
Servicing 
Criteria
|--------------------------------------------------------------------------- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | ----------------------------------- | -------------------------------------
|General
                                         Servicing Considerations  
|1122(d)(1)(i)                                                               | Policies
    and procedures are instituted to monitor any performance or other triggers and events of default in accordance with the transaction
    agreements.                                                                                                                                                                                                                | X                                   |                                      
|1122(d)(1)(ii)                                                              | If
any material servicing activities are outsourced to third parties, policies and procedures are instituted to monitor the third
party’s performance and compliance with such servicing activities.                                                                                                                                                                            | X2                                  |                                      
|1122(d)(1)(iii)                                                             | Any
requirements in the transaction agreements to maintain a back-up servicer for the Pool Assets are maintained.                                                                                                                                                                                                                                                               |                                     | X                                    
|1122(d)(1)(iv)                                                              | A
fidelity bond and errors and omissions policy is in effect on the party participating in the servicing function throughout the
reporting period in the amount of coverage required by and otherwise in accordance with the terms of the transaction agreements.                                                                                                               | X                                   |                                      
|1122(d)(1)(v)                                                               | Aggregation
of information, as applicable, is mathematically accurate and the information conveyed accurately reflects the information.                                                                                                                                                                                                                                         | X3                                  |                                      
|Cash
                                         Collection and Administration
|1122(d)(2)(i)                                                               | Payments
on pool assets are deposited into the appropriate custodial bank accounts and related bank clearing accounts no more than two
business days following receipt, or such other number of days specified in the transaction agreements.                                                                                                                                   | X                                   |                                      
|1122(d)(2)(ii)                                                              | Disbursements
made via wire transfer on behalf of an obligor or to an investor are made only by authorized personnel.                                                                                                                                                                                                                                                           | X                                   |                                      
|1122(d)(2)(iii)                                                             | Advances
of funds or guarantees regarding collections, cash flows or distributions, and any interest or other fees charged for such advances,
are made, reviewed and approved as specified in the transaction agreements.                                                                                                                                                       | X4                                  |                                      
|1122(d)(2)(iv)                                                              | The
related accounts for the transaction, such as cash reserve accounts or accounts established as a form of over collateralization,
are separately maintained (e.g., with respect to commingling of cash) as set forth in the transaction agreements.                                                                                                                          | X                                   |                                      
|1122(d)(2)(v)                                                               | Each
custodial account is maintained at a federally insured depository institution as set forth in the transaction agreements. For
purposes of this criterion, “federally insured depository institution” with respect to a foreign financial institution
means a foreign financial institution that meets the requirements of Rule 13k-1(b)(1) of the Securities Exchange Act. | X                                   |                                      
|1122(d)(2)(vi)                                                              | Unissued
checks are safeguarded so as to prevent unauthorized access.                                                                                                                                                                                                                                                                                                           | X                                   |                                      










2No servicing activities were performed by the Company that required the servicing criteria to be complied with.

3 No
servicing activities were performed by the Company that required the servicing criteria to be complied with.

4 No servicing
activities were performed by the Company that required the servicing criteria to be complied with.





|Corporate Trust ABS Platform (A) | 3 | 
|-------------------------------- | - | 







|Reference                                                                   | Servicing
    Criteria                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               | Applicable
    
Servicing 
Criteria | Inapplicable
    
Servicing 
Criteria
|--------------------------------------------------------------------------- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | ----------------------------------- | -------------------------------------
|1122(d)(2)(vii)                                                             | Reconciliations
are prepared on a monthly basis for all asset-backed securities related bank accounts, including custodial accounts and related
bank clearing accounts. These reconciliations are (A) mathematically accurate; (B) prepared within 30 calendar days after the
bank statement cutoff date, or such other number of days specified in the transaction agreements; (C) reviewed and approved by
someone other than the person who prepared the reconciliation; and (D) contain explanations for reconciling items. These reconciling
items are resolved within 90 calendar days of their original identification, or such other number of days specified in the transaction
agreements. | X                                   |                                      
|Investor
                                         Remittances and Reporting
|1122(d)(3)(i)                                                               | Reports
to investors, including those to be filed with the Commission, are maintained in accordance with the transaction agreements and
applicable Commission requirements. Specifically, such reports (A) are prepared in accordance with timeframes and other terms
set forth in the transaction agreements; (B) provide information calculated in accordance with the terms specified in the transaction
agreements; (C) are filed with the Commission as required by its rules and regulations; and (D) agree with investors’ or
the trustee’s records as to the total unpaid principal balance and number of Pool Assets serviced by the Servicer.                                              | X                                   |                                      
|1122(d)(3)(ii)                                                              | Amounts
due to investors are allocated and remitted in accordance with timeframes, distribution priority and other terms set forth in
the transaction agreements.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    | X                                   |                                      
|1122(d)(3)(iii)                                                             | Disbursements
made to an investor are posted within two business days to the Servicer’s investor records, or such other number of days
specified in the transaction agreements.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      | X                                   |                                      
|1122(d)(3)(iv)                                                              | Amounts
remitted to investors per the investor reports agree with cancelled checks, or other form of payment, or custodial bank statements.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          | X                                   |                                      
|Pool
                                         Asset Administration         
|1122(d)(4)(i)                                                               | Collateral
or security on pool assets is maintained as required by the transaction agreements or related pool asset documents.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       |                                     | X                                    
|1122(d)(4)(ii)                                                              | Pool
assets and related documents are safeguarded as required by the transaction agreements.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         |                                     | X                                    
|1122(d)(4)(iii)                                                             | Any
additions, removals or substitutions to the asset pool are made, reviewed and approved in accordance with any conditions or requirements
in the transaction agreements.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          | X                                   |                                      
|1122(d)(4)(iv)                                                              | Payments
on pool assets, including any payoffs, made in accordance with the related pool asset documents are posted to the Servicer’s
obligor records maintained no more than two business days after receipt, or such other number of days specified in the transaction
agreements, and allocated to principal, interest or other items (e.g., escrow) in accordance with the related pool asset documents.                                                                                                                                                                                                                                                                                         |                                     | X                                    





|Corporate Trust ABS Platform (A) | 4 | 
|-------------------------------- | - | 













|Reference        | Servicing
    Criteria                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                | Applicable
    
Servicing 
Criteria | Inapplicable
    
Servicing 
Criteria
|---------------- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | ----------------------------------- | -------------------------------------
|1122(d)(4)(v)    | The
Servicer’s records regarding the pool assets agree with the Servicer’s records with respect to an obligor’s
unpaid principal balance.                                                                                                                                                                                                                                                                                                                                                                                                                                             |                                     | X                                    
|1122(d)(4)(vi)   | Changes
with respect to the terms or status of an obligor’s pool assets (e.g., loan modifications or re-agings) are made, reviewed and
approved by authorized personnel in accordance with the transaction agreements and related pool asset documents.                                                                                                                                                                                                                                                                                                                               |                                     | X                                    
|1122(d)(4)(vii)  | Loss
mitigation or recovery actions (e.g., forbearance plans, modifications and deeds in lieu of foreclosure, foreclosures and repossessions,
as applicable) are initiated, conducted and concluded in accordance with the timeframes or other requirements established by the
transaction agreements.                                                                                                                                                                                                                                                                                |                                     | X                                    
|1122(d)(4)(viii) | Records
documenting collection efforts are maintained during the period a pool asset is delinquent in accordance with the transaction
agreements. Such records are maintained on at least a monthly basis, or such other period specified in the transaction agreements,
and describe the entity’s activities in monitoring delinquent pool assets including, for example, phone calls, letters and
payment rescheduling plans in cases where delinquency is deemed temporary (e.g., illness or unemployment).                                                                        |                                     | X                                    
|1122(d)(4)(ix)   | Adjustments
to interest rates or rates of return for pool assets with variable rates are computed based on the related pool asset documents.                                                                                                                                                                                                                                                                                                                                                                                                                                          |                                     | X                                    
|1122(d)(4)(x)    | Regarding
any funds held in trust for an obligor (such as escrow accounts): (A) such funds are analyzed, in accordance with the obligor’s
pool asset documents, on at least an annual basis, or such other period specified in the transaction agreements; (B) interest
on such funds is paid, or credited, to obligors in accordance with applicable pool asset documents and state laws; and (C) such
funds are returned to the obligor within 30 calendar days of full repayment of the related pool assets, or such other number of
days specified in the transaction agreements. |                                     | X                                    
|1122(d)(4)(xi)   | Payments
made on behalf of an obligor (such as tax or insurance payments) are made on or before the related penalty or expiration dates,
as indicated on the appropriate bills or notices for such payments, provided that such support has been received by the servicer
at least 30 calendar days prior to these dates, or such other number of days specified in the transaction agreements.                                                                                                                                                                                       |                                     | X                                    
|1122(d)(4)(xii)  | Any
late payment penalties in connection with any payment to be made on behalf of an obligor are paid from the Servicer’s funds
and not charged to the obligor, unless the late payment was due to the obligor’s error or omission.                                                                                                                                                                                                                                                                                                                                                   |                                     | X                                    
|1122(d)(4)(xiii) | Disbursements
made on behalf of an obligor are posted within two business days to the obligor’s records maintained by the servicer, or
such other number of days specified in the transaction agreements.                                                                                                                                                                                                                                                                                                                                                                             |                                     | X                                    
|1122(d)(4)(xiv)  | Delinquencies,
charge-offs and uncollectible accounts are recognized and recorded in accordance with the transaction agreements.                                                                                                                                                                                                                                                                                                                                                                                                                                                      |                                     | X                                    
|1122(d)(4)(xv)   | Any
external enhancement or other support, identified in Item 1114(a)(1) through (3) or Item 1115 of Regulation AB, is maintained
as set forth in the transaction agreements.                                                                                                                                                                                                                                                                                                                                                                                                         | X                                   |                                      









|Corporate Trust ABS Platform (A) | 5 | 
|-------------------------------- | - |