Premium Letter



 Exhibit 10.4 
 PREMIUM LETTER 
 May 10, 2006 
 AmeriCredit Financial Services, Inc. 
 801 Cherry Street, Suite 3900 
 Fort Worth, TX 76102 
 AmeriCredit Automobile Receivables Trust 2006-R-M

 c/o Wilmington Trust Company 
 Rodney Square North 

1100 North Market Street 
 Wilmington, DE 19890-0001 
 Wells Fargo Bank, National Association 
 Sixth Street and Marquette Avenue

 MAC N9311-161 
 Minneapolis, MN 55479 
 $1,200,000,000 
 AmeriCredit Automobile
Receivables Trust 2006-R-M 
 Automobile Receivables Backed Notes 
 $448,000,000 Class A-1 Notes 
 $552,000,000 Class A-2 Notes 
 $200,000,000 Class A-3 Notes 
 Ladies and Gentlemen:

 This letter (this “Premium Letter”) will confirm the agreement of AmeriCredit Financial Services, Inc. (“AmeriCredit”)
AmeriCredit Automobile Receivables Trust 2006-R-M (the “Issuer”), Wells Fargo Bank, National Association (the “Trustee,” the “Trust Collateral Agent,” the “Collateral Agent,” and the “Backup
Servicer”) and MBIA Insurance Corporation (“MBIA”) that the following nonrefundable payments and other obligations are to be made and undertaken in connection with, and subject to, the closing of the above-described transaction and in
consideration of the issuance by MBIA of its Note Guaranty Insurance Policy No. 47966 (the “Policy”), in respect thereof. The Insurer Premium paid hereunder shall be nonrefundable for any reason whatsoever, including the lack of any
payment under the Policy or any other circumstances relating to the $1,200,000,000 AmeriCredit Automobile Receivables Trust 2006-R-M Automobile Receivables Backed Notes $448,000,000 Class A-1 Notes, $552,000,000 Class A-2 Notes, $200,000,000 Class
A-3 Notes, (the “MBIA-Insured Obligations”) or provision being made for payments of the MBIA-Insured Obligations prior to maturity. 
 The payments payable pursuant to the terms hereof shall constitute the “Premium” referred to in the Insurance Agreement dated as of May 10, 2006 (the “Insurance Agreement”) among MBIA, the Issuer, AmeriCredit,
individually and as Servicer and Custodian, AFS SenSub Corp., as Seller, the Trustee, the Trust Collateral Agent, the Collateral Agent and the Backup 










 
Servicer. The obligations of AmeriCredit and the Issuer hereunder constitute an obligation of AmeriCredit or the Issuer, as applicable, under the Insurance
Agreement. Capitalized terms used but not otherwise defined herein shall have the meanings set forth in the Insurance Agreement or in the Sale and Servicing Agreement (as defined in the Insurance Agreement). 
 1. AmeriCredit shall pay or cause to be paid the following amounts on or before the Closing Date: 
 (a) Except as set forth in clauses (b), (c) and (d) below, all legal fees, disbursements and all other out of pocket expenses
incurred by MBIA or agents of MBIA in connection with the issuance of the Policy, fees for the consent letter of MBIA’s accountants, and fees of MBIA’s auditors, if any. Such amounts shall be wired on the Closing Date to the MBIA account
set forth below (or as otherwise directed by a third party upon presentation of its invoice); 
 (b) Legal fees and expenses
of Kutak Rock LLP in an amount not to exceed $40,000.00 to be billed separately by Kutak Rock LLP, which shall paid by check or wire transfer on or about the Closing Date to Kutak Rock LLP pursuant to the instructions set forth on their statement;
and 
 (c) Fees of Moody’s Investors Service Inc., Fitch Inc., and Standard & Poor’s Ratings Services (the
“Rating Agencies”) to be billed directly by the Rating Agencies; and 
 (d) All costs and expenses of due diligence
reviews performed by [Virgil Baker & Associates Inc.] in the amount of $13,886.87 which shall be paid within 30 days of presentation of an invoice therefore. 
 2. The Issuer shall pay pursuant to Section 5.7 of the Sale and Servicing Agreement, an Insurer Premium (the “Insurer Premium”) payable monthly in arrears in accordance with the wiring
instructions for MBIA set forth below in the following amounts: 
 (a) On the June 2006 Distribution Date, in an amount equal
to $126,666.67, which equals the 19 days of premium due from the Closing Date to but excluding the first Distribution Date at the Premium Percentage set forth below; 
 (b) Beginning on the July 2006 Distribution Date and on each Distribution Date thereafter, in an amount equal to 0.0167% (based upon a
“Premium Percentage” of 0.20% per annum) times the outstanding principal amount of the MBIA-Insured Obligations (before taking into account any distributions on that date). The Insurer Premium for each Distribution Date shall be
calculated on the basis of a 360-day year consisting of twelve 30-day months. 
 3. All Rating Agency fees and accountants’ fees
incurred at any time by MBIA in connection with the Insurance Agreement and the transactions described in the Prospectus Supplement but excluding any Rating Agency Fees associated with the Revolving Period, shall be payable by AmeriCredit within 30
days of presentation of an invoice therefore. 
  

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 4. All reasonable costs and expenses (including those of legal counsel) incurred by MBIA in connection
with any modification, waiver, amendment, revision or similar action of the Insurance Agreement, the Policies, and/or the Basic Documents and/or the enforcement against AmeriCredit, the Issuer, the Seller, the Trust Collateral Agent, the Back-up
Servicer, the Trustee or the Servicer of MBIA’s rights under the Insurance Agreement, the Policy, and/or the Basic Documents, shall be payable by AmeriCredit within 30 days of presentation of an invoice therefore. 
 5. Unless another account is designated to you in writing, federal funds wire transfers to MBIA should be made with the following details specifically
stated on the wire instructions: 
 MBIA wiring instructions: 
 Account Name: MBIA Insurance Corporation 
 Account Number: 910-2-721728 
 Bank: JPMorgan Chase Bank 
 4 Chase Metro Tech
Center 
 Brooklyn, NY 11245 
 ABA
Number: 021-000-021 
 Reference: Policy No. 47966 
 6. All fees and expenses due and payable to MBIA hereunder that are not paid on the date due, shall accrue interest at the Late Payment Rate, such interest to be calculated on the basis of a 360-day year for the
actual number of days elapsed and shall be payable on demand. 
 7. The Trustee and the Trust Collateral Agent hereby acknowledges their
obligations to pay the amounts set forth above from moneys of the Issuer pursuant to the terms of the Indenture or the Sale and Servicing Agreement. 
 8. This Premium Letter may be executed in counterparts by the parties hereto, and all such counterparts shall constitute one and the same instrument. 
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 SIGNATURE PAGE FOLLOWS] 
  

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	 Sincerely,

	
	 MBIA INSURANCE CORPORATION

		
	 By
	 	 /s/ Stephanie Taylor Ciavarello

		 	 Assistant Secretary



  

			
	ACKNOWLEDGED AND AGREED:
	
	 AMERICREDIT FINANCIAL SERVICES, INC.

		
	 By:
	 	 /s/ Sheli D. Fitzgerald

	 Title:
	 	 Vice President, Structured Finance


 AMERICREDIT AUTOMOBILE RECEIVABLES TRUST 2006-R-M, as Issuer 
 By: Wilmington Trust Company, 
 not in its individual capacity but solely as
Owner Trustee 

			
		
	 By:
	 	 /s/ Joann A. Rozell

	 Title:
	 	 Assistant Vice President


  

			
	WELLS FARGO BANK, NATIONAL ASSOCIATION, as Trustee, as Trust Collateral Agent and as Collateral Agent
		
	 By:
	 	 /s/ Marianna C. Stershic

	 Title:
	 	 Vice President