UNITED STATES
                             SECURITIES AND EXCHANGE COMMISSION
                                   WASHINGTON, D.C. 20549



                                          FORM 10-K/A
					Amendment No. 2



  (Mark one)

  /X/ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
      EXCHANGE ACT OF 1934
      For the fiscal year ended December 31, 2006

      OR



  / / TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
      EXCHANGE ACT OF 1934


       Commission file number of issuing entity:  333-132809-45

       GSAMP Trust 2006-HE8
       (exact name of issuing entity as specified in its charter)

       GS Mortgage Securities Corp.
       (exact name of the depositor as specified in its charter)

       Goldman Sachs Mortgage Company
       (exact name of the sponsor as specified in its charter)


  New York                                          54-2198510
  (State or other jurisdiction of                   54-2198511
  incorporation or organization of                  54-2198512
  issuing entity)                                   54-2198513
                                                    54-2198514
                                                    54-6731713
                                                    (I.R.S. Employer
                                                    Identification No.
                                                    of issuing entity)


   c/o Wells Fargo Bank, N.A.
   9062 Old Annapolis Road
   Columbia, MD                                                  21045
  (Address of principal executive offices of issuing entity)    Zip Code of
                                                                issuing entity)


  Issuing entity telephone number, including area code: (410) 884-2000


  Securities registered pursuant to Section 12(b) of the Act:

        NONE.


  Securities registered pursuant to Section 12(g) of the Act:

        NONE.


  Indicate by check mark if the registrant is a well-known seasoned issuer,
  as defined in Rule 405 of the Securities Act.

        Yes  ___     No  X


  Indicate by check mark if the registrant is not required to file reports
  pursuant to Section 13 or Section 15(d) of the Act.

        Yes  ___     No  X


  Indicate by check mark whether the registrant (1) has filed all reports
  required to be filed by Section 13 or 15(d) of the Securities Exchange
  Act of 1934 during the preceding 12 months (or for such shorter period
  that the registrant was required to file such reports), and (2) has been
  subject to such filing requirements for the past 90 days.

        Yes  X       No  ___


  Indicate by check mark if disclosure of delinquent filers pursuant to
  Item 405 of Regulation S-K ( 229.405 of this chapter) is not contained
  herein, and will not be contained, to the best of registrant's knowledge,
  in definitive proxy or information statements incorporated by reference
  in Part III of this Form 10-K/A or any amendment to this Form 10-K/A.

        Not applicable.


  Indicate by check mark whether the registrant is a large accelerated filer,
  an accelerated filer, or a non-accelerated filer. See definition of
  "accelerated filer and large accelerated filer" in Rule 12b-2 of the
  Exchange Act. (Check one):


  Large accelerated filer ___  Accelerated filer ___  Non-accelerated filer X


  Indicate by check mark whether the registrant is a shell company (as
  defined in Rule 12b-2 of the Act).

        Yes  ___     No  X


  State the aggregate market value of the voting and non-voting common
  equity held by non-affiliates computed by reference to the price at which
  the common equity was last sold, or the average bid and asked price of
  such common equity, as of the last business day of the registrant's most
  recently completed second fiscal quarter.

        Not applicable.


     Documents Incorporated by Reference

  List hereunder the following documents if incorporated by reference and
  the Part of the Form 10-K/A (e.g., Part I, Part II, etc.) into which the
  document is incorporated: (1) Any annual report to security holders; (2)
  Any proxy or information statement; and (3) Any prospectus filed pursuant
  to Rule 424(b); or (c) under the Securities Act of 1933. The listed
  documents should be clearly described for identification purposes (e.g., the
  annual report to security holders for fiscal year ended December 24, 1980).

        Not applicable.


                                   PART I
  Item 1.  Business.

            Not applicable.


  Item 1A.  Risk Factors.

            Not applicable.


  Item 1B.  Unresolved Staff Comments.

            None.


  Item 2.  Properties.

            Not applicable.


  Item 3.  Legal Proceedings.

            Not applicable.


  Item 4.  Submission of Matters to a Vote of Security Holders.

            Not applicable.


                                PART II

 Item 5. Market for Registrant's Common Equity, Related Stockholder
         Matters and Issuer Purchases of Equity.

            Not applicable.


  Item 6.  Selected Financial Data.

            Not applicable.


  Item 7.  Management's Discussion and Analysis of Financial Condition and
           Results of Operation.

            Not applicable.


  Item 7A. Quantitative and Qualitative Disclosures About Market Risk.

            Not applicable.


  Item 8.  Financial Statements and Supplementary Data.

            Not applicable.


  Item 9.  Changes in and Disagreements with Accountants on Accounting and
           Financial Disclosure.

            Not applicable.


  Item 9A. Controls and Procedures.

            Not applicable.


  Item 9A(T). Controls and Procedures.

            Not applicable.


  Item 9B. Other Information.

        Pursuant to a Form 8-K filed on October 5, 2006, Accredited Home
Lenders, Inc. ("Accredited"), one of the responsible parties, announced the
completion of its acquisition of Aames Investment Corporation ("Aames").

         Pursuant to a Form 12b-25 filed on March 2, 2007, Accredited further
announced that it was delaying the filing of its Annual Report on Form 10-K for
the fiscal year ended December 31, 2006.

         Accredited announced that it anticipates its results from operations
for the full year 2006 will reflect an approximately $100 million decline in net
income from the approximately $155 million reported for the year ended December
31, 2005. According to the announcement, this decline in net income excludes
purchase accounting adjustments, including adjustments to goodwill, if any,
relating to Accredited's acquisition of Aames. Due to the recent market
conditions in the non-prime mortgage industry, Accredited announced that it is
evaluating whether any of the goodwill established in the acquisition of Aames
has been impaired. Additionally, Accredited stated in the announcement that if
it determines that the goodwill established in the acquisition has been
impaired, Accredited intends to charge-off such goodwill, resulting in a
non-cash charge for the period ended December 31, 2006, the impact of which,
according to Accredited, would not affect Accredited's operations, tangible book
equity, cash or liquidity.

         Additionally, Accredited announced that it believes the decline in net
income was primarily driven by an increase in operating and other expenses
relating to Accredited's acquisition of Aames, a deteriorating credit
environment and challenging market conditions. Accredited stated in the
announcement that while Accredited believes that it has considered all factors
which may impact its results of operations, there can be no assurance that
Accredited has successfully identified all matters affecting those results or
that additional adjustments will not be required prior to the completion of
Accredited's audit for fiscal year 2006.


                                PART III

  Item 10. Directors, Executive Officers and Corporate Governance.

            Not applicable.


  Item 11. Executive Compensation.

            Not applicable.

  Item 12. Security Ownership of Certain Beneficial Owners and
           Management and Related Stockholder Matters.

            Not applicable.


  Item 13. Certain Relationships and Related Transactions, and Director
           Independence.

            Not applicable.


  Item 14. Principal Accounting Fees and Services.

            Not applicable.



                ADDITIONAL DISCLOSURE ITEMS FOR REGULATION AB

  Item 1112(b) of Regulation AB, Significant Obligor Financial Information.

            No single obligor represents 10% or more of the pool assets held
            by the issuing entity.

  Item 1114(b)(2) and 1115(b) of Regulation AB, Significant Enhancement
             Provider Financial Information.

            None.


  Item 1117 of Regulation AB, Legal Proceedings.

            None.


  Item 1119 of Regulation AB, Affiliations and Certain Relationships and
             Related Transactions.


            Provided previously in the prospectus supplement of the
            Registrant relating to the issuing entity and filed pursuant
            to Rule 424 of the Securities Act of 1933, as amended.


  Item 1122 of Regulation AB, Compliance with Applicable Servicing Criteria.

         (a) See Exhibit 33 and Exhibit 34.

         (b) Material Instances of noncompliance:

On or about March 11, 2008, Assurant, Inc. provided the Registrant with a
management's assessment of compliance with servicing criteria set forth in Item
1122(d) of Regulation AB and a registered public accounting firm assessment as
set forth in Item 1122(b) of Regulation AB (the "Assurant Reports"). The
Assurant Reports are attached as Exhibit 33(a) and Exhibit 34(a), respectively,
to this report.

Assurant, Inc. previously excluded the applicable servicing criteria set forth
in Item 1122 (d)(4)(xii) from the scope of its assessment of compliance.
Assurant, Inc. has now assessed its compliance with the Applicable Servicing
Criteria for the Reporting Period and has identified a material instance of
noncompliance with that servicing criterion. Specifically, Assurant, Inc.
did not have, during the Reporting Period, sufficient policies and procedures to
capture the information with respect to the Platform Transactions necessary to
determine compliance with Item 1122(d)(4)(xii). Accordingly, Assurant, Inc.
has restated its previous assessment for the Reporting Period, which excluded
evaluation of the criterion, to include the criterion and reflect the material
noncompliance as a result of its assessment.

On or about March 11, 2008, Avelo provided the Registrant with a revised
management's assessment of compliance with servicing criteria set forth in Item
1122(d) of Regulation AB and a registered public accounting firm assessment as
set forth in Item 1122(b) of Regulation AB (the "Avelo Reports"). The Avelo
Reports are attached as Exhibit 33(b) and Exhibit 34(b) respectively, to this
report.

Avelo Mortgage, L.L.C. has complied, in all material respects, with the
applicable servicing criteria as of and for the Reporting Period except as
follows:

Avelo Mortgage, L.L.C. assessed its compliance with the Applicable Servicing
Criteria for the Reporting Period and has identified a material instance of
non-compliance with servicing criterion set forth in Item 1122(d)(2)(vii) of
Regulation AB with respect to the Platform. Specifically, Avelo Mortgage, L.L.C.
did not prepare reconciliations for all asset-backed securities related bank
accounts within 30 calendar days after the bank statement cut-off date, or as
such other number of days as specified in the transaction agreements and
reconciling items were not resolved within 90 days of their original
identification or such other number of days as specified in the transaction
agreements.

Litton Loan Servicing LP has fulfilled all its obligations under the Agreement
in all material respects for 2006, except as disclosed below:

Reconciliations for Asset-Backed Securities Related Bank Account
1122(d)(2)(vii)(D)

        Our investor bank account reconciliations included certain reconciling
        items that were not resolved within 90 calendar days of their original
        identification on eleven of sixty-three investor bank account
        reconciliations selected for testing. The sum of the reconciling items
        for those eleven reconciliations was $216,950.

Adjustments to Interest Rates for Pool Assets With Variables Rates
1122(d)(4)(ix)

        Our testing of sixty-five adjustable rate mortgages revealed two
        instances where certain adjustable rate mortgages for which the interest
        rate reset in the servicing system did not agree to interest rates in
        the appropriate source index per the borrowers note documents. These
        were the result of incorrect information transferring from the prior
        servicer. Additionally, the same sixty-five mortgages selected for
        testing included one instance where the adjustable rate mortgage payment
        change date in the servicing system did not agree to the loan documents.


Material instances of noncompliance by Wells Fargo Bank, National Association:

1122(d)(3)(i) Delinquency Reporting: During the reporting period, certain
monthly investor or remittance reports included errors in the calculation and/or
the reporting of delinquencies for the pool assets, which errors may or may not
have been material. All such errors were the result of data processing errors
and/or the mistaken interpretation of data provided by other parties
participating in the servicing function. All necessary adjustments to data
processing systems and/or interpretive clarifications have been made to correct
those errors and to remedy related procedures.



  Item 1123 of Regulation AB, Servicer Compliance Statement.


            See Exhibit 35.



                                PART IV



  Item 15. Exhibits, Financial Statement Schedules.

   (a) Exhibits

Exhibit 4.1  Pooling and Servicing Agreement, dated as of December 1, 2006, by
             and among GS Mortgage Securities Corporation, as depositor, Litton
             Loan Servicing, LP, as servier, Avelo Mortgage, L.L.C., as
             Servicer, The Bank of New York Trust Company, National Association,
             as custodian, U.S. Bank, National Association, as custodian,
             Deutsche Bank National Trust Company, as custodian, LaSalle Bank,
             National Association, as trustee, and Wells Fargo Bank, N.A., as
             master servicer and securities administrator (Filed as Exhibit 4 to
             Form 8-K filed on January 24, 2007, and incorporated by reference
             herein.)

Exhibit 10.1 Representations and Warranties Agreement, dated as of December 27,
             2006, by and between Goldman Sachs Mortgage Company and GS Mortgage
             Securities Corp. (Included as Exhibit S to Exhibit 4 to Form 8-K
             filed on January 24, 2007, and incorporated by reference herein.)

Exhibit 10.2 ISDA Master Agreement, dated as of December 27, 2006, by and
             between Goldman Sachs Mitsui Marine Derivatives Products, L.P., the
             swap and cap provider, and Wells Fargo Bank, N.A., the securities
             administrator (Included as part of Exhibit X to Exhibit 4 to Form
             8-K filed on January 24, 2007, and incorporated by reference
             herein.)

Exhibit 10.3 Schedule to the Master Agreement, dated as of December 27, 2006, by
             and between Goldman Sachs Mitsui Marine Derivatives Products, L.P.,
             the swap and cap provider, and Wells Fargo Bank, N.A., the
             securities administrator (Included as part of Exhibit X to Exhibit
             4 to Form 8-K filed on January 24, 2007 and incorporated by
             reference herein).

Exhibit 10.4 Confirmation, dated December 20, 2006, by and among Goldman Sachs
             Capital Markets, L.P., Goldman Sachs Mitsui Marine Derivatives
             Products, L.P., the cap provider, Goldman Sachs Mortgage Company, .
             L.P., and Wells Fargo Bank, N.A., the securities administrator
             (Included as part of Exhibit X to Exhibit 4 to Form 8-K filed on
             January 24, and incorporated by reference herein.)

Exhibit 10.5 Confirmation, dated December 20, 2006, by and among Goldman Sachs
             Capital Markets, L.P., Goldman Sachs Mitsui Marine Derivatives
             Products, L.P., the swap provider, Goldman Sachs Mortgage Company,.
             L.P., and Wells Fargo Bank, N.A., the securities administrator
             (Included as part of Exhibit X to Exhibit 4 to Form 8-K filed on
             January 24, and incorporated by reference herein.).

Exhibit 10.6 Assignment, Assumption and Recognition Agreement, dated December
             27, 2006, by and among Goldman Sachs Mortgage Company, Aames
             Capital Corporation and GS Mortgage Securities Corp. (included as
             part of Exhibit Y to Exhibit 4 to Form 8-K filed on January 24,
             and incorporated by reference herein.)

Exhibit 10.7 Flow Mortgage Loan Purchase and Warranties Agreement, dated as of
             April 1, 2006, by and between Aames Capital Corporation and Goldman
             Sachs Mortgage Company (Included as part of Exhibit Y to Exhibit 4
             to Form 8-K filed on January 24, and incorporated by reference
             herein.)

Exhibit 10.8 Assignment, Assumption and Recognition Agreement, dated December
             27, 2006, by and among Goldman Sachs Mortgage Company, Decision One
             Mortgage Company, LLC and GS Mortgage Securities Corp. (Included as
             part of Exhibit Z to Exhibit 4 to Form 8-K filed on January 24, and
             incorporated by reference herein.)

Exhibit 10.9 Flow Mortgage Loan Purchase and Warranties Agreement, dated as of
             May 1, 2006, by and between Decision One Mortgage Company, LLC and
             Goldman Sachs Mortgage Company (Included as part of Exhibit Z to
             Exhibit 4 to Form 8-K filed on January 24, and incorporated by
             reference herein.)

Exhibit 10.10 Assignment, Assumption and Recognition Agreement, dated December
             27, 2006, by and among Goldman Sachs Mortgage Company, First
             Horizon Home Loan Corporation and GS Mortgage Securities Corp.
             (included as part of Exhibit A to Exhibit 4 to Form 8-K filed on
             January 24, and incorporated by reference herein.)

Exhibit 10.11 Flow Mortgage Loan Purchase and Warranties Agreement, dated as of
             May 1, 2006, by and between First Horizon Home Loan Corporation and
             Goldman Sachs Mortgage Company (Included as part of Exhibit AA to
             Exhibit 4 to Form 8-K filed on January 24, and incorporated by
             reference herein.)

Exhibit 10.12 Assignment, Assumption and Recognition Agreement, dated December
             27, 2006, by and among Goldman Sachs Mortgage Company, NovaStar
             Mortgage, Inc. and GS Mortgage Securities Corp. (Included as part
             of Exhibit BB to Exhibit 4 to Form 8-K filed on January 24, and
             incorporated by reference herein.)

Exhibit 10.13 Flow Mortgage Loan Purchase and Warranties Agreement, dated as of
             May 1, 2006, by and between NovaStar Mortgage, Inc. and Goldman
             Sachs Mortgage Company (Included as part of Exhibit BB to Exhibit
             4 to Form 8-K filed on January 24, and incorporated by reference
             herein.)


     (31)    Rule 13a-14(d)/15d-14(d) Certifications.

     (33)    Reports on assessment of compliance with servicing criteria for
             asset-backed securities.



      <TABLE>

      
         <c>
      a) Assurant, Inc. as Sub-Contractor for Avelo Mortgage, L.L.C. <F1>
      b) Avelo Mortgage, L.L.C., as Servicer <F1>
      c) Deutsche Bank National Trust Company, as Custodian <F1>
      d) Litton Loan Servicing LP, as Servicer <F1>
      e) The Bank of New York, as Custodian <F1>
      f) U.S. Bank, National Association, as Custodian <F1>
      g) Wells Fargo Bank, N.A., as Master Servicer <F1>
      h) Wells Fargo Bank, N.A., as Securities Administrator <F1>

      </TABLE>

     (34) Attestation reports on assessment of compliance with servicing
          criteria for asset-backed securities.

      <TABLE>

      
        <c>
      a) Assurant, Inc. as Sub-Contractor for Avelo Mortgage, L.L.C. <F1>
      b) Avelo Mortgage, L.L.C., as Servicer <F1>
      c) Deutsche Bank National Trust Company, as Custodian <F1>
      d) Litton Loan Servicing LP, as Servicer <F1>
      e) The Bank of New York, as Custodian <F1>
      f) U.S. Bank, National Association, as Custodian <F1>
      g) Wells Fargo Bank, N.A., as Master Servicer <F1>
      h) Wells Fargo Bank, N.A., as Securities Administrator <F1>

      </TABLE>

     (35) Servicer compliance statement.

      <TABLE>

      
         <c>
      b) Avelo Mortgage, L.L.C., as Servicer <F1>
      d) Litton Loan Servicing LP, as Servicer <F1>
      g) Wells Fargo Bank, N.A., as Master Servicer <F1>


      </TABLE>

   (b) See (a) above.

   (c) Not applicable.


  <F1> Filed herewith.



                                SIGNATURES

  Pursuant to the requirements of Section 13 or 15(d) of the Securities
  Exchange Act of 1934, the registrant has duly caused this report to be
  signed on its behalf by the undersigned, thereunto duly authorized.



    GS Mortgage Securities Corp.
    (Depositor)

    /s/ Michelle Gill
    Michelle Gill, Vice President
    (senior officer in charge of securitization of the depositor)

    Date: June 30, 2008


  Exhibit Index

  Exhibit No.

Exhibit 4.1  Pooling and Servicing Agreement, dated as of December 1, 2006, by
             and among GS Mortgage Securities Corporation, as depositor, Litton
             Loan Servicing, LP, as servier, Avelo Mortgage, L.L.C., as
             Servicer, The Bank of New York Trust Company, National Association,
             as custodian, U.S. Bank, National Association, as custodian,
             Deutsche Bank National Trust Company, as custodian, LaSalle Bank,
             National Association, as trustee, and Wells Fargo Bank, N.A., as
             master servicer and securities administrator (Filed as Exhibit 4 to
             Form 8-K filed on January 24, 2007, and incorporated by reference
             herein.)

Exhibit 10.1 Representations and Warranties Agreement, dated as of December 27,
             2006, by and between Goldman Sachs Mortgage Company and GS Mortgage
             Securities Corp. (Included as Exhibit S to Exhibit 4 to Form 8-K
             filed on January 24, 2007, and incorporated by reference herein.)

Exhibit 10.2 ISDA Master Agreement, dated as of December 27, 2006, by and
             between Goldman Sachs Mitsui Marine Derivatives Products, L.P., the
             swap and cap provider, and Wells Fargo Bank, N.A., the securities
             administrator (Included as part of Exhibit X to Exhibit 4 to Form
             8-K filed on January 24, 2007, and incorporated by reference
             herein.)

Exhibit 10.3 Schedule to the Master Agreement, dated as of December 27, 2006, by
             and between Goldman Sachs Mitsui Marine Derivatives Products, L.P.,
             the swap and cap provider, and Wells Fargo Bank, N.A., the
             securities administrator (Included as part of Exhibit X to Exhibit
             4 to Form 8-K filed on January 24, 2007 and incorporated by
             reference herein).

Exhibit 10.4 Confirmation, dated December 20, 2006, by and among Goldman Sachs
             Capital Markets, L.P., Goldman Sachs Mitsui Marine Derivatives
             Products, L.P., the cap provider, Goldman Sachs Mortgage Company, .
             L.P., and Wells Fargo Bank, N.A., the securities administrator
             (Included as part of Exhibit X to Exhibit 4 to Form 8-K filed on
             January 24, and incorporated by reference herein.)

Exhibit 10.5 Confirmation, dated December 20, 2006, by and among Goldman Sachs
             Capital Markets, L.P., Goldman Sachs Mitsui Marine Derivatives
             Products, L.P., the swap provider, Goldman Sachs Mortgage Company,.
             L.P., and Wells Fargo Bank, N.A., the securities administrator
             (Included as part of Exhibit X to Exhibit 4 to Form 8-K filed on
             January 24, and incorporated by reference herein.).

Exhibit 10.6 Assignment, Assumption and Recognition Agreement, dated December
             27, 2006, by and among Goldman Sachs Mortgage Company, Aames
             Capital Corporation and GS Mortgage Securities Corp. (included as
             part of Exhibit Y to Exhibit 4 to Form 8-K filed on January 24,
             and incorporated by reference herein.)

Exhibit 10.7 Flow Mortgage Loan Purchase and Warranties Agreement, dated as of
             April 1, 2006, by and between Aames Capital Corporation and Goldman
             Sachs Mortgage Company (Included as part of Exhibit Y to Exhibit 4
             to Form 8-K filed on January 24, and incorporated by reference
             herein.)

Exhibit 10.8 Assignment, Assumption and Recognition Agreement, dated December
             27, 2006, by and among Goldman Sachs Mortgage Company, Decision One
             Mortgage Company, LLC and GS Mortgage Securities Corp. (Included as
             part of Exhibit Z to Exhibit 4 to Form 8-K filed on January 24, and
             incorporated by reference herein.)

Exhibit 10.9 Flow Mortgage Loan Purchase and Warranties Agreement, dated as of
             May 1, 2006, by and between Decision One Mortgage Company, LLC and
             Goldman Sachs Mortgage Company (Included as part of Exhibit Z to
             Exhibit 4 to Form 8-K filed on January 24, and incorporated by
             reference herein.)

Exhibit 10.10 Assignment, Assumption and Recognition Agreement, dated December
             27, 2006, by and among Goldman Sachs Mortgage Company, First
             Horizon Home Loan Corporation and GS Mortgage Securities Corp.
             (included as part of Exhibit A to Exhibit 4 to Form 8-K filed on
             January 24, and incorporated by reference herein.)

Exhibit 10.11 Flow Mortgage Loan Purchase and Warranties Agreement, dated as of
             May 1, 2006, by and between First Horizon Home Loan Corporation and
             Goldman Sachs Mortgage Company (Included as part of Exhibit AA to
             Exhibit 4 to Form 8-K filed on January 24, and incorporated by
             reference herein.)

Exhibit 10.12 Assignment, Assumption and Recognition Agreement, dated December
             27, 2006, by and among Goldman Sachs Mortgage Company, NovaStar
             Mortgage, Inc. and GS Mortgage Securities Corp. (Included as part
             of Exhibit BB to Exhibit 4 to Form 8-K filed on January 24, and
             incorporated by reference herein.)

Exhibit 10.13 Flow Mortgage Loan Purchase and Warranties Agreement, dated as of
             May 1, 2006, by and between NovaStar Mortgage, Inc. and Goldman
             Sachs Mortgage Company (Included as part of Exhibit BB to Exhibit
             4 to Form 8-K filed on January 24, and incorporated by reference
             herein.)


     (31)    Rule 13a-14(d)/15d-14(d) Certifications.

     (33)    Reports on assessment of compliance with servicing criteria for
             asset-backed securities.



      <TABLE>

      
         <c>
      a) Assurant, Inc. as Sub-Contractor for Avelo Mortgage, L.L.C.
      b) Avelo Mortgage, L.L.C., as Servicer
      c) Deutsche Bank National Trust Company, as Custodian
      d) Litton Loan Servicing LP, as Servicer
      e) The Bank of New York, as Custodian
      f) U.S. Bank, National Association, as Custodian
      g) Wells Fargo Bank, N.A., as Master Servicer
      h) Wells Fargo Bank, N.A., as Securities Administrator

      </TABLE>

     (34) Attestation reports on assessment of compliance with servicing
          criteria for asset-backed securities.

      <TABLE>

      
        <c>
      a) Assurant, Inc. as Sub-Contractor for Avelo Mortgage, L.L.C.
      b) Avelo Mortgage, L.L.C., as Servicer
      c) Deutsche Bank National Trust Company, as Custodian
      d) Litton Loan Servicing LP, as Servicer
      e) The Bank of New York, as Custodian
      f) U.S. Bank, National Association, as Custodian
      g) Wells Fargo Bank, N.A., as Master Servicer
      h) Wells Fargo Bank, N.A., as Securities Administrator

      </TABLE>

     (35) Servicer compliance statement.

      <TABLE>

      
         <c>
      b) Avelo Mortgage, L.L.C., as Servicer
      d) Litton Loan Servicing LP, as Servicer
      g) Wells Fargo Bank, N.A., as Master Servicer


      </TABLE>