**Exhibit
        34.2**
 
 **Report
        of Independent Registered Public Accounting Firm**
  Citibank
        (South Dakota), National Association:
  We
        have
        examined management's assessment, included in the accompanying
        Certification Regarding Compliance with Applicable Servicing
        Criteria, that Citibank (South Dakota), National Association (“the
        Company”) complied with the applicable servicing criteria set forth in Item
        1122(d) of the Securities and Exchange Commission’s Regulation AB in
        regards to asset-backed securities transactions involving student loans for
        which the Company acted as subservicer, but excluding transactions registered
        before January 1, 2006 (the “Platform”), except for servicing criteria
        1122(d)(1)(i), 1122(d)(1)(ii), 1122(d)(1)(iii), 1122(d)(1)(iv), 1122(d)(2)(ii),
        1122(d)(2)(iii), 1122(d)(2)(iv), 1122(d)(2)(v), 1122(d)(2)(vi), 1122(d)(3)(i),
        1122(d)(3)(ii), 1122(d)(3)(iii), 1122(d)(3)(iv), 1122(d)(4)(i), 1122(d)(4)(x),
        1122(d)(4)(xi), 1122(d)(xii), 1122 (d)(xiii), and 1122(d)(4)(xv), which the
        Company has determined are not applicable to the activities it performs with
        respect to the Platform, as of and for the twelve months ended December 31,
        2006. Management is responsible for the Company’s compliance with those
        servicing criteria. Our responsibility is to express an opinion on the Company’s
        compliance based on our examination.
  Our
        examination was conducted in accordance with the standards of the Public
        Company
        Accounting Oversight Board (United States) and, accordingly, included examining,
        on a test basis, evidence about the Company’s compliance with the servicing
        criteria specified above and performing such other procedures as we considered
        necessary in the circumstances. Our examination included testing of less
        than
        all of the individual asset-backed transactions and securities that comprise
        the
        Platform, testing of less than all of the servicing activities related to
        the
        Platform, and determining whether the Company processed those selected
        transactions and performed those selected activities in compliance with the
        servicing criteria. Furthermore, our procedures were limited to the selected
        transactions and servicing activities performed by the Company during the
        period
        covered by this report. Our procedures were not designed to determine whether
        errors may have occurred either prior to or subsequent to our tests that
        may
        have affected the balances or amounts calculated or reported by the Company
        during the period covered by this report for the selected transactions or
        any
        other transactions. We believe that our examination provides a reasonable
        basis
        for our opinion. Our examination does not provide a legal determination on
        the
        Company’s compliance with the servicing criteria.
  In
        our
        opinion the Company complied, in all material respects, with the aforementioned
        servicing criteria as of and for the twelve months ended December 31, 2006.
  
  /s/ KPMG
        LLP
  Chicago,
        Illinois
 March
        22,
        2007