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


                                   FORM 10-K/A

[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 for the transition period from           to


                     Commission File Number: 333-127620-27

                         GSAA Home Equity Trust 2006-5
           (Exact name of Issuing Entity as specified in its charter)

                          GS Mortgage Securities Corp.
             (Exact name of Depositor as specified in its charter)

                         Goldman Sachs Mortgage Company
              (Exact name of Sponsor as specified in its charter)


         New York                           51-0573202, 51-0573825, 51-0573826
(State or other jurisdiction of            (I.R.S. Employer Identification No.
incorporation or organization                     of issuing entity)
     of issuing entity)

85 Broad Street, New York, New York                            10004
(Address of principal executive offices                     (Zip Code
      of issuing entity)                                 of issuing entity)

    Telephone number, including area code of issuing entity: (212) 902-1000

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, a non-accelerated filer, or a smaller reporting company.
See the definitions of "large accelerated filer," "accelerated filer" and
"smaller reporting company" in Rule 12b-2 of the Exchange Act.

       Large accelerated filer   [ ]
       Accelerated filer         [ ]
       Non-accelerated filer [X] (Do not check if a smaller reporting company)
       Smaller reporting company [ ]

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.

Indicate the number of shares outstanding of each of the registrant's classes of
common stock, as of the latest practicable date.  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
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.,  annual report to security holders
for fiscal year ended date December 24, 1980).   Not Applicable



<PAGE>

                                     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 Securities.

         Not Applicable.

Item 6.  Selected Financial Data.

         Not Applicable.

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

         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.

         None.


<PAGE>

                                    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 Item 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 Exhibits 33 and 34.

(b) Material instances of noncompliance:

During the Reporting Period, the JPMorgan Chase Bank, National  Association,  as
Master  Servicer,  Securities  Administrator  and Custodian,  has identified the
following  material  instances of  noncompliance  with the Applicable  Servicing
Criteria:

     CFR Item  1122(d)(3)(i):  Certain monthly investor reports omitted
     information required  by the  transaction  agreements  and/or  contained
     errors in the information presented.

     CFR Item 1122(d)(3)(ii):  Certain monthly investor distributions  contained
     errors as to amounts due to certain investors.

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.

    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 (the "Revised Assessment"). This Revised
    Assessment is attached as Exhibit 33.7 to this report.

GreenPoint  Mortgage  Funding,  Inc. has identified the following  noncompliance
with  servicing  criteria   1122(d)(1)(i),   1122(d)(2)(iv)  and  1122(d)(3)(ii)
applicable to the Platform during the year ended December 31, 2006, as follows:

     1122(d)(1)(i)  GreenPoint Mortgage Funding, Inc. did not institute policies
     and procedures to monitor performance or other triggers and events of
     defaults in accordance with the transaction agreements.

     1122(d)(2)(iv) GreenPoint Mortgage Funding, Inc. did not establish separate
     P&I and T&I accounts for certain securitizations which allowed funds to be
     commingled in various custodial accounts.

     1122(d)(3)(ii) In certain situations where GreenPoint Mortgage Funding,
     Inc. has received mortgage insurance proceeds prior to the liquidation of
     the related properties, the mortgage insurance proceeds were not remitted
     at the time of the next regularly scheduled remittance date as required by
     the transaction agreements, but instead remained in the related custodial
     account and were  remitted at the time the REO  liquidation  proceeds  were
     remitted to the Master Servicer.

PHH Mortgage Corporation has assessed its compliance with the servicing criteria
as of December 31, 2006 and for the Reporting  Period and has concluded that PHH
Mortgage Corporation has complied, in all material respects,  with the Servicing
Criteria  with respect to the Platform  taken as a whole except for as discussed
below:

     1122(d)(1)(i) PHH Mortgage Corporation has not instituted policies and
     procedures to specifically monitor performance or other triggers or events
     of default stated in the transaction agreements.

     1122(d)(1)(iv) During the months of July, August, and September, the
     Company's minimum coverage requirement exceeded its $160 million fidelity
     bond by amounts ranging up to approximately $1.3 million. Effective
     September 27, 2006, PHH Mortgage Corporation's fidelity bond was increased
     to $170 million.

     1122(d)(3)(i)(A) PHH Mortgage Corporation did not maintain or provide one
     of the required monthly reports stated in the transaction agreements during
     the year.

     1122(d)(3)(i)(D)  PHH Mortgage  Corporation  did not perform  procedures to
     agree the unpaid principal balance and number of loans serviced by the PHH
     Mortgage Corporation with that of the investor or trustees.

SunTrust  Mortgage,  Inc.,  as servicer,  has assessed its  compliance  with the
applicable  servicing criteria for the reporting period and has identified three
material  instances of  noncompliance  with the servicing  criteria set forth in
Section    229.1122(d)(1)(i),    Section    229.1122(d)(2)(i),    and    Section
229.1122(d)(2)(iv),  respectively,  of the CFR  with  respect  to the  Platform.
Specifically,  for the period from  January 1, 2006  through  December 31, 2006,
SunTrust  Mortgage,  Inc.,  (a) did not  institute  policies and  procedures  to
monitor any  performance  or other  triggers and events of default in accordance
with  the  transaction  agreements,  (b)  did  not  process  payments  into  the
appropriate  custodial bank accounts  within two business days of receipt or per
the  related  transaction  agreement,  and  (c)  did  not  establish  separately
maintained  custodial  accounts in accordance  with the  applicable  transaction
agreements.

Assurant, Inc. has identified the following instances of noncompliance:

     Assurant, Inc. previously  excluded the applicable  servicing criteria set
     forth in 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
     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, 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 33.12 and
     Exhibit 34.12, respectively, to this report.


Item 1123 of Regulation AB, Servicer Compliance Statement

        See Exhibit 35.


<page>

                                    PART IV

Item 15. Exhibits, Financial Statement Schedules.

(a) The following documents are filed as part of this report:

    (1)  Not Applicable.

    (2)  Not Applicable.

    (3)  The exhibits filed in response to Item 601 of Regulation S-K are
         listed in the Exhibit Index

(b) The exhibits filed in response to Item 601 of Regulation S-K
    are listed in the Exhibit Index.

(c) Not Applicable

<PAGE>



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.


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

Date:  May 30, 2008


<page>
                                 EXHIBIT INDEX

Exhibit No.

4.1  Master Servicing and Trust  Agreement,  dated as of March 1, 2006, among GS
     Mortgage  Securities  Corp.,  as depositor,  Deutsche  Bank National  Trust
     Company,  JPMorgan Chase Bank, National  Association and U.S. Bank National
     Association,  as custodians,  JPMorgan Chase Bank, National Association, as
     master  servicer  and  securities  administrator  and  U.S.  Bank  National
     Association,  as trustee  (Filed as  Exhibit  99.1 to Form 8-K on April 14,
     2006, and incorporated by reference herein.)

10.1 Swap Agreement,  dated as of March 30, 2006, between Goldman Sachs Mortgage
     Company and Goldman Sachs Mitsui Marine  Derivative  Products,  L.P.,  with
     Schedule  and  Confirmation  thereto  (Filed as Exhibit 99.2 to Form 8-K on
     April 14, 2006, and incorporated by reference herein.)

10.2 Assignment,  Assumption and  Recognition  Agreement,  dated as of March 30,
     2006, among Goldman Sachs Mortgage Company,  GS Mortgage  Securities Corp.,
     Countrywide Home Loans, Inc. and Countrywide Home Loans Servicing LP (Filed
     as  Exhibit  99.3 to Form  8-K on  April  14,  2006,  and  incorporated  by
     reference herein.)

10.3 Assignment,  Assumption and  Recognition  Agreement,  dated as of March 30,
     2006,   among  GS   Mortgage   Securities   Corp.,   U.S.   Bank   National
     Association,Countrywide  Home Loans, Inc., Countrywide Home Loans Servicing
     LP and JPMorgan Chase Bank, National  Association (Filed as Exhibit 99.4 to
     Form 8-K on April 14, 2006, and incorporated by reference herein.)

10.4 Assignment,  Assumption and  Recognition  Agreement,  dated as of March 30,
     2006, among Goldman Sachs Mortgage  Company,  GS Mortgage  Securities Corp.
     and First  National  Bank or Nevada  (Filed as Exhibit  99.5 to Form 8-K on
     April 14, 2006, and incorporated by reference herein.)

10.5 Assignment,  Assumption and  Recognition  Agreement,  dated as of March 30,
     2006, among GS Mortgage  Securities Corp., U.S. Bank National  Association,
     First National Bank of Nevada and JPMorgan Chase Bank, National Association
     (Filed as Exhibit 99.6 to Form 8-K on April 14, 2006, and  incorporated  by
     reference herein.)

10.6 Assignment,  Assumption and  Recognition  Agreement,  dated as of March 30,
     2006, among Goldman Sachs Mortgage  Company,  GS Mortgage  Securities Corp.
     and National  City Mortgage Co. (Filed as Exhibit 99.7 to Form 8-K on April
     14, 2006, and incorporated by reference herein.)

10.7 Assignment,  Assumption and  Recognition  Agreement,  dated as of March 30,
     2006, among GS Mortgage  Securities Corp., U.S. Bank National  Association,
     National City Mortgage Co. and JPMorgan  Chase Bank,  National  Association
     (Filed as Exhibit 99.8 to Form 8-K on April 14, 2006, and  incorporated  by
     reference herein.)

10.8 Assignment,  Assumption and  Recognition  Agreement,  dated as of March 30,
     2006, among Goldman Sachs Mortgage  Company,  GS Mortgage  Securities Corp.
     and GreenPoint Mortgage Funding, Inc. (Filed as Exhibit 99.9 to Form 8-K on
     April 14, 2006, and incorporated by reference herein.)

10.9 Assignment,  Assumption and  Recognition  Agreement,  dated as of March 30,
     2006, among GS Mortgage  Securities Corp., U.S. Bank National  Association,
     GreenPoint  Mortgage  Funding,  Inc.,  and  JPMorgan  Chase Bank,  National
     Association  (Filed as  Exhibit  99.10 to Form 8-K on April 14,  2006,  and
     incorporated by reference herein.)

10.10 Assignment,  Assumption and Recognition  Agreement,  dated as of March 30,
     2006, among Goldman Sachs Mortgage Company, GS Mortgage Securities Corp.
     and JPMorgan Chase Bank,  National  Association  (Filed as Exhibit 99.11 to
     Form 8-K on April 14, 2006, and incorporated by reference herein.)

10.11 Assignment,  Assumption and Recognition  Agreement,  dated as of March 30,
     2006, among GS Mortgage  Securities Corp., U.S. Bank National  Association,
     JPMorgan Chase Bank, National  Association,  as servicer and JPMorgan Chase
     Bank, National  Association,  as master servicer (Filed as Exhibit 99.12 to
     Form 8-K on April 14, 2006, and incorporated by reference herein.)

10.12 Assignment,  Assumption and Recognition  Agreement,  dated as of March 30,
     2006, among Goldman Sachs Mortgage  Company,  GS Mortgage  Securities Corp.
     and SunTrust  Mortgage,  Inc.  (Filed as Exhibit 99.13 to Form 8-K on April
     14, 2006, and incorporated by reference herein.)

10.13 Assignment,  Assumption and Recognition  Agreement,  dated as of March 30,
     2006, among GS Mortgage  Securities Corp., U.S. Bank National  Association,
     SunTrust  Mortgage,  Inc. and  JPMorgan  Chase Bank,  National  Association
     (Filed as Exhibit 99.14 to Form 8-K on April 14, 2006, and  incorporated by
     reference herein.)

10.14 Assignment,  Assumption and Recognition  Agreement,  dated as of March 30,
     2006, among Goldman Sachs Mortgage Company,  GS Mortgage  Securities Corp.,
     Bishop's  Gate  Residential  Mortgage  Trust and PHH  Mortgage  Corporation
     (Filed as Exhibit 99.15 to Form 8-K on April 14, 2006, and  incorporated by
     reference herein.)

10.15 Assignment,  Assumption and Recognition  Agreement,  dated as of March 30,
     2006, among GS Mortgage  Securities Corp., U.S. Bank National  Association,
     Bishop's Gate  Residential  Mortgage  Trust,  PHH Mortgage  Corporation and
     JPMorgan Chase Bank,  National  Association (Filed as Exhibit 99.16 to Form
     8-K on April 14, 2006, and incorporated by reference herein.)

10.16 Assignment,  Assumption and Recognition  Agreement,  dated as of March 30,
     2006, among Goldman Sachs Mortgage  Company,  GS Mortgage  Securities Corp.
     and Avelo Mortgage, L.L.C. (Filed as Exhibit 99.17 to Form 8-K on April 14,
     2006, and incorporated by reference herein.)

10.17 Assignment,  Assumption and Recognition  Agreement,  dated as of March 30,
     2006, among GS Mortgage  Securities Corp., U.S. Bank National  Association,
     Avelo Mortgage, L.L.C. and JPMorgan Chase Bank, National Association (Filed
     as  Exhibit  99.18 to Form 8-K on  April  14,  2006,  and  incorporated  by
     reference herein.)

10.18 Assignment,  Assumption and Recognition  Agreement,  dated as of March 30,
     2006, among Goldman Sachs Mortgage  Company,  GS Mortgage  Securities Corp.
     and Countrywide Home Loans Servicing LP (Filed as Exhibit 99.19 to Form 8-K
     on April 14, 2006, and incorporated by reference herein.)

10.19 Assignment,  Assumption and Recognition  Agreement,  dated as of March 30,
     2006, among GS Mortgage  Securities Corp., U.S. Bank National  Association,
     Countrywide  Home Loans  Servicing  LP and  JPMorgan  Chase Bank,  National
     Association  (Filed as  Exhibit  99.20 to Form 8-K on April 14,  2006,  and
     incorporated by reference herein.)

31.1 Rule 13a-14(d)/15d-14(d) Certification

33.1 Report on  Assessment of Compliance  with  Servicing  Criteria for Year End
     December  31,  2006  of The  Bank  of New  York  Trust  Company,  N.A.,  as
     Securities Administrator

33.2 Report on  Assessment of Compliance  with  Servicing  Criteria for Year End
     December 31, 2006 of JPMorgan Chase Bank, N.A., as Securities Administrator

33.3 Report on  Assessment of Compliance  with  Servicing  Criteria for Year End
     December 31, 2006 of Deutsche Bank National Trust Company, as Custodian

33.4 Report on  Assessment of Compliance  with  Servicing  Criteria for Year End
     December 31, 2006 of JPMorgan Chase Bank, N.A., as Custodian

33.5 Report on  Assessment of Compliance  with  Servicing  Criteria for Year End
     December 31, 2006 of U.S. Bank Corporate Trust, as Custodian

33.6 Report on  Assessment of Compliance  with  Servicing  Criteria for Year End
     December 31, 2006 of JPMorgan Chase Bank, N.A., as Master Servicer

33.7 Report on  Assessment of Compliance  with  Servicing  Criteria for Year End
     December 31, 2006 of Avelo Mortgage, L.L.C, as Servicer

33.8 Report on  Assessment of Compliance  with  Servicing  Criteria for Year End
     December 31, 2006 of Countrywide Home Loans Servicing LP, as Servicer

33.9 Report on  Assessment of Compliance  with  Servicing  Criteria for Year End
     December 31, 2006 of GreenPoint Mortgage Funding, Inc., as Servicer

33.10 Report on Assessment of Compliance  with  Servicing  Criteria for Year End
     December 31, 2006 of PHH Mortgage Corporation, as Servicer

33.11 Report on Assessment of Compliance  with  Servicing  Criteria for Year End
     December 31, 2006 of SunTrust Mortgage, Inc., as Servicer

33.12 Report on Assessment of Compliance with Servicing Criteria for Year End
     December 31, 2006 of Assurant, Inc., as Vendor for Avelo Mortgage, L.L.C.,
     as Servicer

33.13 Report on Assessment of Compliance  with  Servicing  Criteria for Year End
     December  31, 2006 of ZC Sterling  Insurance  Agency,  Inc.,  as Vendor for
     SunTrust Mortgage, Inc., as Servicer

33.14 Report on Assessment of Compliance  with  Servicing  Criteria for Year End
     December 31, 2006 of SunTrust Bank,  Inc. as Vendor for SunTrust  Mortgage,
     Inc., as Servicer

34.1 Attestation Report of Independent Registered Public Accounting Firm for The
     Bank of New York Trust Company, N.A.

34.2 Attestation  Report of Independent  Registered  Public  Accounting Firm for
     JPMorgan Chase Bank, N.A.

34.3 Attestation  Report of Independent  Registered  Public  Accounting Firm for
     Deutsche Bank National Trust Co., as Custodian

34.4 Attestation  Report of Independent  Registered  Public  Accounting Firm for
     JPMorgan Chase Bank, N.A., as Custodian

34.5 Attestation Report of Independent Registered Public Accounting Firm for
     U.S. Bank National Association, as Custodian

34.6 Attestation  Report of Independent  Registered  Public  Accounting Firm for
     JPMorgan Chase Bank, N.A., as Master Servicer

34.7 Attestation  Report of Independent  Registered  Public  Accounting Firm for
     Avelo Mortgage, L.L.C, as Servicer

34.8 Attestation  Report of Independent  Registered  Public  Accounting Firm for
     Countrywide Home Loans Servicing LP, as Servicer

34.9 Attestation  Report of Independent  Registered  Public  Accounting Firm for
     GreenPoint Mortgage Funding, Inc., as Servicer

34.10 Attestation  Report of Independent  Registered  Public Accounting Firm for
     PHH Mortgage Corporation, as Servicer

34.11 Attestation  Report of Independent  Registered  Public Accounting Firm for
     SunTrust Mortgage, Inc., as Servicer

34.12 Attestation Report of Independent Registered Public Accounting Firm for
     Assurant, Inc., as Vendor for Avelo Mortgage, L.L.C., as Servicer

34.13 Attestation Report of Independent Registered Public Accounting Firm for ZC
     Sterling Insurance Agency, Inc., as Vendor for SunTrust Mortgage,  Inc., as
     Servicer

34.14 Attestation  Report of Independent  Registered  Public Accounting Firm for
     SunTrust Bank, Inc., as Vendor for SunTrust Mortgage, Inc., as Servicer

35.1 Servicer Compliance Statement for JPMorgan Chase Bank, N.A., as Master
     Servicer

35.2 Servicer Compliance Statement for Avelo Mortgage, L.L.C., as Servicer

35.3 Servicer  Compliance  Statement for Countrywide Home Loans Servicing LP, as
     Servicer

35.4 Servicer  Compliance  Statement for GreenPoint  Mortgage Funding,  Inc., as
     Servicer

35.5 Servicer Compliance Statement for PHH Mortgage Corporation, as Servicer

35.6 Servicer Compliance Statement for SunTrust Mortgage, Inc., as Servicer