EXHIBIT 33.1

ACS Education Services Management Assessment

Management of Affiliated Computer Services, Inc. (ACS) Education            Services is responsible for assessing compliance with the applicable servicing criteria            set forth in Item 1122(d) of Regulation AB of the Securities and Exchange Commission            relating to the servicing of (a) publicly-issued student loan backed security            transactions issued on or after January 1, 2006 that are serviced by the Company for            College Loan Corporation and (b) student loans for which the Company commenced            servicing activities for Key Bank, N.A. on or after January 1, 2006 (collectively, the            Platform), except for servicing criteria noted in Appendix A as “N/A”,            which ACS Education Services has determined are not applicable to the activities it            performs with respect to the Platform as of and for the year ended December 31,            2007.

With            respect to servicing criterion 1122(d)(2)(i), management has engaged a vendor to            perform the activities required by the servicing criterion. ACS Education            Services’ management has determined that the vendor is not considered a            “servicer” as defined in Item 1101(j) of Regulation AB, and ACS Education            Services’ management has elected to take responsibility for assessing compliance            with the servicing criterion applicable to the vendor as permitted by Interpretation            17.06 of the SEC Division of Corporation Finance Manual of Publicly Available Telephone            Interpretations (“Interpretation 17.06”). Management has policies and            procedures in place designed to provide reasonable assurance that the vendor’s            activities comply in all material respects with the servicing criterion applicable to            the vendor. ACS Education Services’ management is solely responsible for            determining that it meets the SEC requirements to apply Interpretation 17.06 for the            vendor and related criterion.

ACS            Education Services’ management has assessed the effectiveness of the ACS            Education Services’ compliance with the applicable servicing criteria as of and            for the year ended December 31, 2007. In making this assessment, management used the            criteria set forth by the Securities and Exchange Commission in paragraph (d) of Item            1122 of Regulation AB.

Based            on such assessment, management believes that, as of and for the year ended December 31,            2007, ACS Education Services has complied in all material respects with the servicing            criteria set forth in Item 1122(d) of Regulation AB of the Securities and Exchange            Commission relating to the servicing of the Platform, except for material noncompliance            with servicing criteria 1122(d)(2)(ii) and 1122(d)(4)(iv). Related to criterion            1122(d)(2)(ii), disbursements made via wire transfers on behalf of an obligor to the            lender were not made by authorized personnel. ACS Education Services did not maintain            documented evidence that authorized personnel made disbursements via wire transfer on            behalf of an obligor to the lender. While ACS Education Services management believes            controls are in place which provide management reasonable assurance that wire transfers            are made only by authorized personnel, documentation evidencingsuch was not available for a portion of the year ended December 31,            2007. Additional documentation (daily user access reports) is now retained to provide            evidence of compliance with servicing criterion 1122(d)(2)(ii). Related to servicing            criterion 1122(d)(4)(iv), certain payments on pool assets were posted to the obligor            records more than two business days after receipt. For certain pool assets, the related            transaction agreement states that payments are to be made within a mutually acceptable            schedule; the referenced schedule has not been executed. ACS Education Services expects            to execute a mutually acceptable schedule with the applicable lender that will specify            payment posting and effective date time frames when payments received do not allow for            the systematic posting within two days after receipt.

KPMG            LLP, a registered public accounting firm, has issued an attestation report with respect            to ACS Education Services’ compliance with the applicable servicing criteria as            of and for the year ended December 31, 2007.

 

|   |                              |
|--------|-----------------------------------|
|   | /s/ Meta Gonzalez                 |
|   | Meta Gonzalez, Sr. Vice President |
|   |                              |
|   | March 10, 2008                    |
|   | Date                              |

 

 

ACS

2277            East 220th Street • Long Beach, CA 90810-1696

310.513.2700

 

 

 

**APPENDIX A**

 

**AFFILIATED COMPUTER SERVICES, INC.**

**EDUCATION SERVICES**

Servicing Criteria Addressed in ACS Education Services’

Management Assessment

 

| **Definitions:**

                             

**X – Servicing criteria subject to                            assessment**

**X(1) – Servicing criteria subject to                            assessment. Compliance is determined based upon Telephone                            Interpretation 17.06**

**N/A – Not Applicable** |
|--------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
| **Reg AB Reference**                                                                                                                                                                                                                                                                                                                                         | **Servicing Criteria** | **Applicability** |
|                                                                                                                                                                                                                                                                                                                                                         | ***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. | X |
| 1122(d)(1)(iii)                                                                                                                                                                                                                                                                                                                                              | Any requirements in the transaction agreements to                            maintain a back-up servicer for the Pool Assets are                            maintained. | N/A |
| 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 |
|                                                                                                                                                                                                                                                                                                                                                         | ***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(1) |
| 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. | N/A |
| 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. | N/A |

| 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      |
| 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 &                            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.                                                                                  | N/A    |
| 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.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                | N/A    |
| 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.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             | N/A    |
| 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.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       | N/A    |
|            | ***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.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 | N/A |
|------------------|---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|-----|
| 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   |
| 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. | N/A |

| 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. | N/A |
|------------------|----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|-----|
| 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.                                                                                                                                                                                                       | N/A |
| 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.                                                                                                                                                                                                                                       | N/A |
| 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.                                                                                                                                                                                                                                                                                                    | N/A |