Exhibit 99.1
                                 ------------


                                 UNITED STATES
                      SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, DC 20549
                             --------------------

                                   FORM 10-K

                                 ANNUAL REPORT
                       PURSUANT TO SECTIONS 13 OR 15(d)
                    OF THE SECURITIES EXCHANGE ACT OF 1934

(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, 2007
                                   -----------------

                                      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 of Issuing Entity: 333-131630-90
                                                      -------------

                       Alternative Loan Trust 2007-HY3,
              Mortgage Pass-Through Certificates, Series 2007-HY3
              ---------------------------------------------------
          (Exact name of Issuing Entity as Specified in Its Charter)

                Commission file number of Depositor: 333-131630
                                                     ----------

                                  CWALT, Inc.
                                  -----------
             (Exact name of Depositor as Specified in Its Charter)

                         Countrywide Home Loans, Inc.
                         ----------------------------
              (Exact name of Sponsor as Specified in Its Charter)

         Delaware                                      87-0698307
------------------------                 -------------------------------------
(State or Other Jurisdiction of          (I.R.S. Employer Identification No. of
Incorporation or Organization of         the Depositor)
the Depositor)

c/o   Countrywide Home Loans Servicing LP
      4500 Park Granada
      Calabasas, California                               91302
--------------------------------------       ------------------------------
(Address of Principal Executive Offices                (Zip Code)
of the Depositor)

Registrant's telephone number, including area code:   (818) 225-3000
                                                      --------------

Securities registered pursuant to Section 12(b) of the Act:  None
                                                             ----

Securities registered pursuant to Section 12(g) of the Act:  None
                                                             ----

<PAGE>

      Indicate by check mark if the registrant is a well-known seasoned
issuer, as defined in Rule 405 of the Securities Act.         [  ] Yes  [X] No

      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  [X] No

      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.                  [X] Yes [ ] No

      Indicate by check mark if disclosure of delinquent filers pursuant to
Item 405 of Regulation S-K (ss.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 or any amendment to this Form 10-K.                  [X]

      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 Exchange Act).                   [  ] Yes  [X] No

      The Registrant has no voting or non-voting common equity held by
non-affiliates.



                                       2
<PAGE>

                      DOCUMENTS INCORPORATED BY REFERENCE

                                     None.

                                 *     *     *


      This Annual Report on Form 10-K (the "Report") is filed with respect to
the trust entitled Alternative Loan Trust 2007-HY3 (the "Issuing Entity")
formed pursuant to the pooling and servicing agreement dated as of February 1,
2007 (the "Pooling and Servicing Agreement") among CWALT, Inc., as depositor
(the "Company"), Countrywide Home Loans, Inc., as sponsor and as a seller (the
"Sponsor" and a "Seller"), Park Granada LLC, as a seller (a "Seller"), Park
Sienna LLC, as a seller (a "Seller"), Park Monaco Inc., as a seller (a
"Seller"), Countrywide Home Loans Servicing LP, as master servicer (the
"Master Servicer"), and The Bank of New York, as trustee (the "Trustee"), for
the issuance of Mortgage Pass-Through Certificates, Series 2007-HY3 (the
"Certificates").



                                       3
<PAGE>

                                    PART I


Item 1.     Business.

            Omitted as permitted by Instruction J to Form 10-K.

Item 1A.    Risk Factors.

            Omitted as permitted by Instruction J to Form 10-K.

Item 1B.    Unresolved Staff Comments.

            Not Applicable.

Item 2.     Properties.

            Omitted as permitted by Instruction J to Form 10-K.

Item 3.     Legal Proceedings.

            Omitted as permitted by Instruction J to Form 10-K.

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

            Omitted as permitted by Instruction J to Form 10-K.



                                       4
<PAGE>

                                    PART II


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

            Omitted as permitted by Instruction J to Form 10-K.

Item 6.     Selected Financial Data.

            Omitted as permitted by Instruction J to Form 10-K.

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

            Omitted as permitted by Instruction J to Form 10-K.

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

            Omitted as permitted by Instruction J to Form 10-K.

Item 8.     Financial Statements and Supplementary Data.

            Omitted as permitted by Instruction J to Form 10-K.

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

            Omitted as permitted by Instruction J to Form 10-K.

Item 9A.    Controls and Procedures.

            Omitted as permitted by Instruction J to Form 10-K.

Item 9B.    Other Information.

            None.



                                       5
<PAGE>

                                   PART III


Item 10.    Directors, Executive Officers and Corporate Governance.

            Omitted as permitted by Instruction J to Form 10-K.

Item 11.    Executive Compensation.

            Omitted as permitted by Instruction J to Form 10-K.

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

            Omitted as permitted by Instruction J to Form 10-K.

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

            Omitted as permitted by Instruction J to Form 10-K.

Item 14.    Principal Accountant Fees and Services.

            Omitted as permitted by Instruction J to Form 10-K.



                                       6
<PAGE>

                                    PART IV


Item 15.    Exhibits and Financial Statement Schedules.

            (a)   (1) Not applicable.

                  (2)   Not applicable.

                  (3)   The required exhibits are as follows:

                        o   Exhibit 3(i): Copy of Company's Certificate of
                            Incorporation (Filed as Exhibit 3.1 to
                            Registration Statement on Form S-3 (File No.
                            333-110343))

                        o   Exhibit 3(ii): Copy of Company's By-laws (Filed as
                            Exhibit 3.2 to Registration Statement on Form S-3
                            (File No. 333-110343))

                        o   Exhibit 4: Pooling and Servicing Agreement (Filed
                            as part of the Current Report on Form 8-K filed on
                            April 11, 2007 under the Commission file number of
                            the Issuing Entity)

                        o   Exhibit 31(ii): Rule 15d-14(d) Certification

                        o   Exhibit 33.1: Report on Assessment of Compliance
                            With Servicing Criteria for Asset-Backed
                            Securities for Countrywide Financial Corporation

                        o   Exhibit 33.2: Report on Assessment of Compliance
                            With Servicing Criteria for Asset-Backed
                            Securities for the Trustee

                        o   Exhibit 34.1: Attestation Report on Assessment of
                            Compliance With Servicing Criteria for
                            Asset-Backed Securities of KPMG LLP on behalf of
                            Countrywide Financial Corporation

                        o   Exhibit 34.2: Attestation Report on Assessment of
                            Compliance With Servicing Criteria for
                            Asset-Backed Securities of KPMG LLP on behalf of
                            the Trustee

                        o   Exhibit 35: Servicer Compliance Statement of the
                            Master Servicer

            (b)   See subparagraph (a)(3) above.

            (c)   Not applicable.



                                       7
<PAGE>

                            ADDITIONAL INFORMATION


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

            Not Applicable.

Item 1114(b)(2) of Regulation AB.   Financial Information of Significant
                                    Enhancement Providers.

            Not Applicable.

Item 1115(b) of Regulation AB.      Financial Information of Certain Entities
                                    Providing Derivative Instruments.

            Not Applicable.

Item 1117 of Regulation AB.         Legal Proceedings.

            A complaint filed in state superior court in Los Angeles,
            California alleges violations of the federal securities laws by
            various parties who participated in certain securitization
            transactions effected by CWALT, Inc. between January 2005 and June
            2007. The complaint names as defendants Countrywide Home Loans,
            Inc., Countrywide Home Loans Servicing LP, Countrywide Securities
            Corporation, CWALT, Inc. and certain individuals who served as
            directors of CWALT, Inc. during the applicable period, along with
            other unaffiliated entities. The complaint also names as
            defendants certain securitization trusts (including the Issuing
            Entity) formed by CWALT, Inc. between January 2005 and June 2007.
            The complaint seeks relief on behalf of a putative class of
            plaintiffs who acquired the securities issued by the various
            securitization trusts. The complaint alleges, among other things,
            that the mortgage loans transferred to the various securitization
            trusts were not originated in accordance with the underwriting
            guidelines and underwriting process that were disclosed in the
            applicable prospectus supplements. The complaint seeks unspecified
            monetary damages and other forms of relief. Countrywide Home
            Loans, Inc., Countrywide Home Loans Servicing LP, Countrywide
            Securities Corporation and CWALT, Inc. intend to defend the action
            vigorously.

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

            The Sponsor, the Company, the Issuing Entity, the Sellers and the
            Master Servicer are affiliated parties. There are no other
            affiliated parties. There are currently no business relationships,
            agreements, arrangements, transactions or understandings between
            (a) the Sponsor, the Company or the Issuing Entity and (b) the
            Trustee or Swiss Re Financial Products Corporation, or any of
            their affiliates, that were entered into outside the ordinary
            course of business or that contain terms other



                                       8
<PAGE>

            than would be obtained in an arm's length transaction with an
            unrelated third party and that are material to the investor's
            understanding of the Certificates. No such business relationship,
            agreement, arrangement, transaction or understanding has existed
            during the past two years.

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

            See Exhibits 33.1, 33.2, 34.1 and 34.2 to this Form 10-K.


Item 1123 of Regulation AB.         Servicer Compliance Statement.

            See Exhibit 35 to this Form 10-K.



                                       9
<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.

      ALTERNATIVE LOAN TRUST 2007-HY3

            By:   Countrywide Home Loans Servicing LP,
                  as Master Servicer

                  By:   Countrywide GP, Inc.

                        By:   /s/ Steve Bailey
                              ------------------------------
                              Name:  Steve Bailey
                              Title: Senior Managing Director, Chief Executive
                              Officer Loan Administration
                              (Senior officer in charge of the servicing
                              function of Countrywide Home Loans Servicing LP)

                              Date:  March 26, 2008



                                      10
<PAGE>

      SUPPLEMENTAL INFORMATION TO BE FURNISHED WITH REPORTS FILED PURSUANT TO
SECTION 15(d) OF THE ACT BY REGISTRANTS WHICH HAVE NOT REGISTERED SECURITIES
PURSUANT TO SECTION 12 OF THE ACT.

      No annual report, proxy statement, form of proxy or other proxy
soliciting material with respect to the Issuing Entity or the Depositor has
been, or will be, sent to security holders.



                                      11
<PAGE>

                                 EXHIBIT INDEX


Exhibit     Document
-------     --------

3(i)        Company's Certificate of Incorporation (Filed as Exhibit 3.1 to
            Registration Statement on Form S-3 (File No. 333-110343))*

3(ii)       Company's By-laws (Filed as Exhibit 3.2 to Registration Statement
            on Form S-3 (File No. 333-110343)*

4           Pooling and Servicing Agreement (Filed as part of the Current
            Report on Form 8-K filed on April 11, 2007 under the Commission
            file number of the Issuing Entity)*

31(ii)      Rule 15d-14(d) Certification

33.1        Report on Assessment of Compliance With Servicing Criteria for
            Asset-Backed Securities for Countrywide Financial Corporation

33.2        Report on Assessment of Compliance With Servicing Criteria for
            Asset-Backed Securities for the Trustee

34.1        Attestation Report on Assessment of Compliance With Servicing
            Criteria for Asset-Backed Securities of KPMG LLP on behalf of
            Countrywide Financial Corporation

34.2        Attestation Report on Assessment of Compliance With Servicing
            Criteria for Asset-Backed Securities of KPMG LLP on behalf of the
            Trustee

35          Servicer Compliance Statement of the Master Servicer


------------------
*     Incorporated herein by reference.



                                      12
<PAGE>

                                Exhibit 31(ii)
                                --------------


                                CERTIFICATIONS
                                --------------

      I, Steve Bailey, certify that:

            1.  I have reviewed this report on Form 10-K and all reports on
                Form 10-D required to be filed in respect of the period
                covered by this report on Form 10-K of Alternative Loan Trust
                2007-HY3 (the "Exchange Act periodic reports");

            2.  Based on my knowledge, the Exchange Act periodic reports,
                taken as a whole, do not contain any untrue statement of a
                material fact or omit to state a material fact necessary to
                make the statements made, in light of the circumstances under
                which such statements were made, not misleading with respect
                to the period covered by this report;

            3.  Based on my knowledge, all of the distribution, servicing and
                other information required to be provided under Form 10-D for
                the period covered by this report is included in the Exchange
                Act periodic reports;

            4.  I am responsible for reviewing the activities performed by the
                servicer(s) and based on my knowledge and the compliance
                review(s) conducted in preparing the servicer compliance
                statement(s) required in this report under Item 1123 of
                Regulation AB, and except as disclosed in the Exchange Act
                periodic reports, the servicer(s) have fulfilled their
                obligations under the servicing agreement(s) in all material
                respects; and

            5.  All of the reports on assessment of compliance with servicing
                criteria for asset-backed securities and their related
                attestation reports on assessment of compliance with servicing
                criteria for asset-backed securities required to be included
                in this report in accordance with Item 1122 of Regulation AB
                and Exchange Act Rules 13a-18 and 15d-18 have been included as
                an exhibit to this report, except as otherwise disclosed in
                this report. Any material instances of noncompliance described
                in such reports have been disclosed in this report on Form
                10-K.

            In giving the certifications above, I have reasonably relied on
            information provided to me by the following unaffiliated parties:
            The Bank of New York, as Trustee.

         Date: March 26, 2008

            /s/ Steve Bailey
            -----------------------
            Steve Bailey
            Senior Managing Director, Chief Executive Officer Loan
            Administration
            (Senior officer in charge of the servicing function of Countrywide
            Home Loans Servicing LP)

<PAGE>

                                  Exhibit 33.1
                                  ------------


                                                                [LOGO OMITTED]
                                                                   Countrywide
                                                                 Financial(SM)



          ASSESSMENT OF COMPLIANCE WITH APPLICABLE SERVICING CRITERIA


         Countrywide Financial Corporation and certain of its subsidiaries,
including its direct and indirect wholly-owned subsidiaries, Countrywide Home
Loans, Inc. ("CHL"), Countrywide Tax Services Corporation, Newport Management
Corporation, and Countrywide Home Loans Servicing, L.P., a wholly-owned
subsidiary of CHL (collectively, the "Company"), provides this platform-level
assessment, for which Countrywide Financial Corporation and such subsidiaries
participated in servicing functions, as such term is described under Title 17,
Section 229.1122 of the Code of Federal Regulations ("Item 1122 of Regulation
AB"), of compliance in respect of the following Applicable Servicing Criteria
specified in Item 1122(d) of Regulation AB in regard to the following
servicing platform for the following period:

         Platform: publicly-issued (i.e., registered with the Securities and
         Exchange Commission pursuant to the Securities Act of 1933, as
         amended) residential mortgage-backed securities (securities
         collateralized by residential mortgage loans, including prime,
         alternative loan products, sub-prime, HELOC and closed seconds)
         issued on or after January 1, 2006 for which the Company provides
         cash collection and administration, investor remittances and
         reporting (except for those activities relating to trustee and paying
         agent services), and pool asset administration (except for those
         activities relating to custodial operations of pool assets and
         related documents), and for which the related issuer has a fiscal
         year end of December 31, 2007. The platform excludes any transactions
         issued by any government sponsored enterprise for which the Company
         provides the servicing functions described in the preceding sentence.

         Period:  as of and for the year ended December 31, 2007.

         Applicable Servicing Criteria: all servicing criteria set forth in
         Schedule A hereto, to the extent required in the related agreements,
         except the criteria listed in the column titled "Inapplicable
         Servicing Criteria" on Schedule A hereto and the portions of the
         criteria footnoted on that schedule that are inapplicable to the
         Company based on the activities it performs with respect to the
         Platform.

         With respect to the Platform and the Period, the Company provides the
following assessment of compliance in respect of the Applicable Servicing
Criteria:

         1. The Company is responsible for assessing its compliance with the
Applicable Servicing Criteria.

         2. The Company has assessed compliance with the Applicable Servicing
Criteria.

         3. Other than as identified on Schedule B hereto, as of and for the
Period, the Company complied in all material respects with the Applicable
Servicing Criteria.


<PAGE>


         KPMG LLP, an independent registered public accounting firm, has
issued an attestation report with respect to the Company's foregoing
assessment of compliance as of and for the year ended December 31, 2007.


                     COUNTRYWIDE FINANCIAL CORPORATION

                     By:   /s/ Steve Bailey
                           -----------------------------------------------------
                           Steve Bailey

                     Its:  Senior Managing Director and Chief Executive Officer,
                           Loan Administration


                     Dated: February 28, 2008


                     By:   /s/ Kevin Meyers
                           -----------------------------------------------------
                           Kevin Meyers

                     Its:  Managing Director and Chief Financial Officer,
                           Countrywide Home Loans, Inc. Loan Administration


                     Dated: February 28, 2008


<PAGE>


                                  Schedule A
                                  ----------

                         Applicable Servicing Criteria
                         -----------------------------

<TABLE>
<CAPTION>

--------------------------------------------------------------- ------------------------------- ------------------------------------
                                                                                                            INAPPLICABLE
                                                                          APPLICABLE                         SERVICING
             SERVICING CRITERIA                                       SERVICING CRITERIA                      CRITERIA
--------------------------------------------------------------- ------------------------------- ------------------------------------
                                                                                                    Performed by          NOT
                                                                                   Performed       subservicer(s)     performed by
                                                                                  By Vendor(s)      or vendor(s)      the Company
                                                                                   for which       for which the          or by
                                                                    Performed     the Company       Company is       subservicer(s)
                                                                     Directly       is the            NOT the         or vendor(s)
                                                                      by the      Responsible       Responsible       retained by
Reference            Criteria                                        Company         Party             Party          the Company
<S>                  <C>                                            <C>           <C>              <C>                <C>
-------------------- ------------------------------------------ -------------- ---------------- ------------------ -----------------
                     General Servicing Considerations
-------------------- ------------------------------------------ -------------- ---------------- ------------------ -----------------
                     Policies and procedures are instituted
                     to monitor any performance or other
                     triggers and events of default in
                     accordance with the transaction
1122(d)(1)(i)        agreements.                                            X
-------------------- ------------------------------------------ -------------- ---------------- ------------------ -----------------
                     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
1122(d)(1)(ii)       activities.                                            X
-------------------- ------------------------------------------ -------------- ---------------- ------------------ -----------------
                     Any requirements in the transaction
                     agreements to maintain a back-up
                     servicer for the pool assets are
1122(d)(1)(iii)      maintained.                                                                                                   X
-------------------- ------------------------------------------ -------------- ---------------- ------------------ -----------------
                     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
1122(d)(1)(iv)       of the transaction agreements.                         X
-------------------- ------------------------------------------ -------------- ---------------- ------------------ -----------------
                     Cash Collection and
                     Administration
-------------------- ------------------------------------------ -------------- ---------------- ------------------ -----------------
                     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
1122(d)(2)(i)        agreements.                                            X
-------------------- ------------------------------------------ -------------- ---------------- ------------------ -----------------
                     Disbursements made via wire transfer on
                     behalf of an obligor or to an investor
1122(d)(2)(ii)       are made only by authorized personnel.                 X
-------------------- ------------------------------------------ -------------- ---------------- ------------------ -----------------
                     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
1122(d)(2)(iii)      in the transaction agreements.                         X
-------------------- ------------------------------------------ -------------- ---------------- ------------------ -----------------
                     The related accounts for the
                     transaction, such as cash reserve
                     accounts or accounts established as a
                     form of overcollateralization, are
                     separately maintained (e.g., with
                     respect to commingling of cash) as set
1122(d)(2)(iv)       forth in the transaction agreements.                   X
-------------------- ------------------------------------------ -------------- ---------------- ------------------ -----------------


<PAGE>


--------------------------------------------------------------- ------------------------------- ------------------------------------
                                                                                                            INAPPLICABLE
                                                                          APPLICABLE                         SERVICING
             SERVICING CRITERIA                                       SERVICING CRITERIA                      CRITERIA
--------------------------------------------------------------- ------------------------------- ------------------------------------
                                                                                                   Performed by            NOT
                                                                                   Performed      subservicer(s)      performed by
                                                                                  By Vendor(s)      or vendor(s)       the Company
                                                                                   for which       for which the          or by
                                                                    Performed     the Company       Company is       subservicer(s)
                                                                     Directly        is the           NOT the          or vendor(s)
                                                                      by the      Responsible      Responsible         retained by
Reference            Criteria                                        Company         Party            Party            the Company
-------------------- ------------------------------------------ -------------- ---------------- ------------------ -----------------
                     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
1122(d)(2)(v)        the Securities Exchange Act.                           X
-------------------- ------------------------------------------ -------------- ---------------- ------------------ -----------------
                     Unissued checks are safeguarded so as to
1122(d)(2)(vi)       prevent unauthorized access.                           X
-------------------- ------------------------------------------ -------------- ---------------- ------------------ -----------------
                     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
1122(d)(2)(vii)      transaction agreements.                                X
-------------------- ------------------------------------------ -------------- ---------------- ------------------ -----------------
                     Investor Remittances and
                     Reporting
-------------------- ------------------------------------------ -------------- ---------------- ------------------ -----------------
                     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
1122(d)(3)(i)        assets serviced by the Servicer.                    X(1)
-------------------- ------------------------------------------ -------------- ---------------- ------------------ -----------------


______________
      (1) Servicing functions performed by the Company with respect to Item
1122(d)(3)(i)(B) do not relate to information other than that contained in the
monthly remittance reports delivered by the Company to the master servicer,
trustee, and/or bond administrator. Servicing functions performed by the
Company with respect to Item 1122(d)(3)(i)(D) do not relate to the agreeing
with investors' records as to the total unpaid principal balance and number of
pool assets serviced by the Company.


<PAGE>


--------------------------------------------------------------- ------------------------------- ------------------------------------
                                                                                                            INAPPLICABLE
                                                                          APPLICABLE                         SERVICING
             SERVICING CRITERIA                                       SERVICING CRITERIA                      CRITERIA
--------------------------------------------------------------- ------------------------------- ------------------------------------
                                                                                                    Performed by           NOT
                                                                                    Performed      subservicer(s)     performed by
                                                                                  By Vendor(s)      or vendor(s)      the Company
                                                                                    for which      for which the         or by
                                                                     Performed     the Company       Company is      subservicer(s)
                                                                      Directly        is the           NOT the        or vendor(s)
                                                                       by the      Responsible      Responsible       retained by
Reference            Criteria                                         Company         Party            Party          the Company
-------------------- ------------------------------------------ -------------- ---------------- ------------------ -----------------
                     Amounts due to investors are allocated
                     and remitted in accordance with
                     timeframes, distribution priority and
                     other terms set forth in the transaction
1122(d)(3)(ii)       agreements.                                         X(2)
-------------------- ------------------------------------------ -------------- ---------------- ------------------ -----------------
                     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
1122(d)(3)(iii)      transaction agreements.                             X(3)
-------------------- ------------------------------------------ -------------- ---------------- ------------------ -----------------
                     Amounts remitted to investors per the
                     investor reports agree with cancelled
                     checks, or other form of payment, or
1122(d)(3)(iv)       custodial bank statements.                          X(4)
-------------------- ------------------------------------------ -------------- ---------------- ------------------ -----------------
                     Pool Asset Administration
-------------------- ------------------------------------------ -------------- ---------------- ------------------ -----------------
                     Collateral or security on pool assets is
                     maintained as required by the
                     transaction agreements or related
1122(d)(4)(i)        mortgage loan documents.                            X(5)
-------------------- ------------------------------------------ -------------- ---------------- ------------------ -----------------
                     Pool assets and related documents are
                     safeguarded as required by the
1122(d)(4)(ii)       transaction agreements                              X(5)
-------------------- ------------------------------------------ -------------- ---------------- ------------------ -----------------
                     Any additions, removals or substitutions
                     to the asset pool are made, reviewed and
                     approved in accordance with any
                     conditions or requirements in the
1122(d)(4)(iii)      transaction agreements.                                X
-------------------- ------------------------------------------ -------------- ---------------- ------------------ -----------------
                     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
1122(d)(4)(iv)       asset documents.                                       X
-------------------- ------------------------------------------ -------------- ---------------- ------------------ -----------------


______________
      (2) Servicing functions performed by the Company with respect to Item
1122(d)(3)(ii) do not relate to amounts other than amounts remitted by the
Company to the master servicer, trustee, and/or bond administrator.

      (3) Servicing functions performed by the Company with respect to Item
1122(d)(3)(iii) do not relate to records other than the applicable custodial
bank account statements maintained by the Company pursuant to the transaction
agreements.

      (4) Servicing functions performed by the Company with respect to Item
1122(d)(3)(iv) do not relate to records other than custodial bank account
statements and wire records of the Company and the remittance reports prepared
and delivered by the Company.

      (5) Servicing functions performed by the Company with respect to Item
1122(d)(4)(i) and Item 1122(d)(4)(ii) do not relate to the custodial
operations of the pool assets and related documents (collateral file) by the
document custodian responsible for such functions for the related transaction.


<PAGE>


--------------------------------------------------------------- ------------------------------- ------------------------------------
                                                                                                            INAPPLICABLE
                                                                          APPLICABLE                         SERVICING
             SERVICING CRITERIA                                       SERVICING CRITERIA                      CRITERIA
--------------------------------------------------------------- ------------------------------- ------------------------------------
                                                                                                  Performed by            NOT
                                                                                   Performed     subservicer(s)       performed by
                                                                                  By Vendor(s)     or vendor(s)        the Company
                                                                                   for which     for which the            or by
                                                                    Performed    the Company       Company is        subservicer(s)
                                                                     Directly       is the           NOT the           or vendor(s)
                                                                      by the     Responsible      Responsible          retained by
Reference            Criteria                                        Company        Party            Party             the Company
-------------------- ------------------------------------------ -------------- ---------------- ------------------ -----------------
                     The Servicer's records regarding the
                     pool assets agree with the Servicer's
                     records with respect to an obligor's
1122(d)(4)(v)        unpaid principal balance.                              X
-------------------- ------------------------------------------ -------------- ---------------- ------------------ -----------------
                     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
1122(d)(4)(vi)       pool asset documents.                                  X
-------------------- ------------------------------------------ -------------- ---------------- ------------------ -----------------
                     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
1122(d)(4)(vii)      agreements.                                            X
-------------------- ------------------------------------------ -------------- ---------------- ------------------ -----------------
                     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
1122(d)(4)(viii)     (e.g., illness or unemployment).                       X
-------------------- ------------------------------------------ -------------- ---------------- ------------------ -----------------
                     Adjustments to interest rates or rates
                     of return for pool assets with variable
                     rates are computed based on the related
1122(d)(4)(ix)       pool asset documents.                                  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
1122(d)(4)(x)        the transaction agreements.                            X
-------------------- ------------------------------------------ -------------- ---------------- ------------------ -----------------


<PAGE>


--------------------------------------------------------------- ------------------------------- ------------------------------------
                                                                                                            INAPPLICABLE
                                                                          APPLICABLE                         SERVICING
             SERVICING CRITERIA                                       SERVICING CRITERIA                      CRITERIA
--------------------------------------------------------------- ------------------------------- ------------------------------------
                                                                                                     Performed by          NOT
                                                                                    Performed       subservicer(s)     performed by
                                                                                  By Vendor(s)       or vendor(s)      the Company
                                                                                    for which       for which the         or by
                                                                    Performed     the Company         Company is     subservicer(s)
                                                                     Directly         is the            NOT the       or vendor(s)
                                                                      by the      Responsible        Responsible      retained by
Reference            Criteria                                        Company          Party              Party         the Company
-------------------- ------------------------------------------ -------------- ---------------- ------------------ -----------------
                     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
1122(d)(4)(xi)       in the transaction agreements.                         X
-------------------- ------------------------------------------ -------------- ---------------- ------------------ -----------------
                     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
1122(d)(4)(xii)      obligor's error or omission.                           X
-------------------- ------------------------------------------ -------------- ---------------- ------------------ -----------------
                     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
1122(d)(4)(xiii)     agreements.                                            X
-------------------- ------------------------------------------ -------------- ---------------- ------------------ -----------------
                     Delinquencies, charge-offs and
                     uncollectible accounts are recognized
                     and recorded in accordance with the
1122(d)(4)(xiv)      transaction agreements.                                X
-------------------- ------------------------------------------ -------------- ---------------- ------------------ -----------------
                     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
1122(d)(4)(xv)       transaction agreements.                             X(6)
-------------------- ------------------------------------------ -------------- ---------------- ------------------ -----------------
</TABLE>


______________
      (6) Servicing functions performed by the Company with respect to Item
1122(d)(4)(xv) do not relate to Item 1115 of Regulation AB (derivative
transactions).


<PAGE>



                                  Schedule B
                                  ----------

                      Material Instances of Noncompliance
                      -----------------------------------

No material instances of noncompliance: the Company has complied, in all
material respects, with the Applicable Servicing Criteria as of and for the
year ended December 31, 2007.

<PAGE>

                                  Exhibit 33.2
                                  ------------

                          ASSERTION OF COMPLIANCE WITH
                          APPLICABLE SERVICING CRITERIA

The Bank of New York and The Bank of New York Trust Company, N. A.
(collectively, the "Company") 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. Management has determined that the servicing
criteria are applicable in regard to the servicing platform for the period as
follows:

Platform: Publicly-issued (i.e., transaction-level reporting initially required
under the Securities Exchange Act of 1934, as amended) residential
mortgage-backed securities and other mortgage-related asset-backed securities
issued on or after January 1, 2006 (and like-kind transactions issued prior to
January 1, 2006) for which the Company provides trustee, securities
administration, or paying agent or custodial services.

Applicable Servicing Criteria: All servicing criteria set forth in Item 1122(d),
to the extent required by the related transaction agreements as to any
transaction, except as set forth in the column titled "Not Applicable To
Platform" in Appendix 1 attached hereto. Servicing criterion 1122(d)(4)(iii) is
applicable to the activities the Company performs with respect to the Platform
only as it relates to the Company's obligation to report additions, removals or
substitutions on reports to investors and to obtain servicer certifications
related to any additions, removals or substitutions in accordance with the
transaction agreements.

Period:  Twelve months ended December 31, 2007 (the "Period")

With respect to the Platform and the Period, the Company's management provides
the following assertion of compliance with respect to the Applicable Servicing
Criteria:

1. The Company is responsible for assessing its compliance with the Applicable
Servicing Criteria.

2. The Company assessed compliance with the Applicable Servicing Criteria. In
performing this assessment, management used the criteria set forth by the
Securities and Exchange Commission in paragraph (d) of Item 1122 of Regulation
AB.

3. Based on such assessment, as of and for the Period, the Company has complied,
in all material respects with the Applicable Servicing Criteria.


<PAGE>


KPMG LLP, an independent registered public accounting firm, has issued an
attestation report with respect to the Company's compliance with the Applicable
Servicing Criteria as of and for the Period.





The Bank of New York                The Bank of New York
The Bank of New York Trust
 Company, N.A.


   /s/Patrick J. Tadie                /s/Samir Pandiri
---------------------------         -----------------------
      Patrick J. Tadie                   Samir Pandiri
      Authorized Officer                 Authorized Officer




March 5, 2008



                                       2
<PAGE>


                                                APPENDIX 1
<TABLE>
<CAPTION>

-----------------------------------------------------------------------------------------------------------------------------------
REG AB                                    SERVICING CRITERIA                              APPLICABLE           NOT APPLICABLE TO
REFERENCE                                                                                TO PLATFORM               PLATFORM
-----------------------------------------------------------------------------------------------------------------------------------
       <S>                   <C>                                                               <C>                     <C>

                             General Servicing Considerations

-----------------------------------------------------------------------------------------------------------------------------------
                             Policies and procedures are instituted to monitor any
       1122(d)(1)(i)         performance or other triggers and events of default               X
                             in accordance with the transaction agreements.
-----------------------------------------------------------------------------------------------------------------------------------
                             If any material servicing activities are outsourced to
       1122(d)(1)(ii)        third parties, policies and procedures are instituted to                                  X
                             monitor the third party's performance and compliance with
                             such servicing activities.
-----------------------------------------------------------------------------------------------------------------------------------
                             Any requirements in the transaction agreements to
       1122(d)(1)(iii)       maintain a back-up servicer for the [pool assets] are                                     X
                             maintained.
-----------------------------------------------------------------------------------------------------------------------------------
                             A fidelity bond and errors and omissions policy is in
       1122(d)(1)(iv)        effect on the party participating in the servicing                                        X
                             function throughout the reporting period in the amount of
                             coverage required by and otherwise in accordance with the
                             terms of the transaction agreements.
-----------------------------------------------------------------------------------------------------------------------------------

                             Cash Collection and Administration
-----------------------------------------------------------------------------------------------------------------------------------
                             Payments on [pool assets] are deposited into the
                             appropriate custodial bank accounts and related bank
       1122(d)(2)(i)         clearing accounts no more than two business days                  X
                             following receipt, or such other number of days
                             specified in the transaction agreements.
-----------------------------------------------------------------------------------------------------------------------------------
                             Disbursements made via wire transfer on behalf of an
       1122(d)(2)(ii)        obligor or to an investor are made only by authorized             X
                             personnel.
-----------------------------------------------------------------------------------------------------------------------------------
                             Advances of funds or guarantees regarding collections,
                             cash flows or distributions, and any interest or other
       1122(d)(2)(iii)       fees charged for such advances, are made, reviewed and            X
                             approved as specified in the transaction agreements.
-----------------------------------------------------------------------------------------------------------------------------------
                             The related accounts for the transaction, such as cash
                             reserve accounts or accounts established as a form of
       1122(d)(2)(iv)        over collateralization, are separately maintained (e.g.,          X
                             with respect to commingling of cash) as set forth in the
                             transaction agreements.
-----------------------------------------------------------------------------------------------------------------------------------
                             Each custodial account is maintained at a federally
                             insured depository institution as set forth in the
       1122(d)(2)(v)         transaction agreements. For purposes of this criterion,           X
                             "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.
-----------------------------------------------------------------------------------------------------------------------------------
                             Unissued checks are safeguarded so as to prevent
       1122(d)(2)(vi)        unauthorized access.                                              X
-----------------------------------------------------------------------------------------------------------------------------------
                             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
       1122(d)(2)(vii)       the reconciliation; and (D) contain explanations for              X
                             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
-----------------------------------------------------------------------------------------------------------------------------------


                                                                  1
<PAGE>


                                                APPENDIX 1

-----------------------------------------------------------------------------------------------------------------------------------
REG AB                                    SERVICING CRITERIA                              APPLICABLE           NOT APPLICABLE TO
REFERENCE                                                                                TO PLATFORM               PLATFORM
-----------------------------------------------------------------------------------------------------------------------------------

                             Investor Remittances and Reporting
-----------------------------------------------------------------------------------------------------------------------------------
                             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
       1122(d)(3)(i)         accordance with the terms specified in the                        X
                             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.
-----------------------------------------------------------------------------------------------------------------------------------
                             Amounts due to investors are allocated and remitted in
       1122(d)(3)(ii)        accordance with timeframes, distribution priority and             X
                             other terms set forth in the transaction agreements.
-----------------------------------------------------------------------------------------------------------------------------------
                             Disbursements made to an investor are posted within two
                             business days to the Servicer's investor records, or such
       1122(d)(3)(iii)       other number of days specified in the transaction                 X
                             agreements.
-----------------------------------------------------------------------------------------------------------------------------------
                             Amounts remitted to investors per the investor reports
       1122(d)(3)(iv)        agree with cancelled checks, or other form of payment, or         X
                             custodial bank statements
-----------------------------------------------------------------------------------------------------------------------------------

                             Pool Asset Administration
-----------------------------------------------------------------------------------------------------------------------------------
                             Collateral or security on [pool assets] is maintained as
       1122(d)(4)(i)         required by the transaction agreements or related                 X
                             mortgage loan documents.
-----------------------------------------------------------------------------------------------------------------------------------
                             [pool asset] and related documents are safeguarded
       1122(d)(4)(ii)        as required by the transaction agreements                         X
-----------------------------------------------------------------------------------------------------------------------------------
                             Any additions, removals or substitutions to the asset
       1122(d)(4)(iii)       pool are made, reviewed and approved in accordance with           X
                             any conditions or requirements in the transaction
                             agreements.
-----------------------------------------------------------------------------------------------------------------------------------
                             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
       1122(d)(4)(iv)        number of days specified in the transaction agreements,                                   X
                             and allocated to principal, interest or other items
                             (e.g., escrow) in accordance with the related [pool
                             asset] documents.
-----------------------------------------------------------------------------------------------------------------------------------
                             The Servicer's records regarding the [pool assets] agree
       1122(d)(4)(v)         with the Servicer's records with respect to an obligor's                                  X
                             unpaid principal balance.
-----------------------------------------------------------------------------------------------------------------------------------
                             Changes with respect to the terms or status of an
                             obligor's [pool assets] (e.g., loan modifications or
       1122(d)(4)(vi)        re-agings) are made, reviewed and approved by authorized                                  X
                             personnel in accordance with the transaction agreements
                             and related pool asset documents.
-----------------------------------------------------------------------------------------------------------------------------------
                             Loss mitigation or recovery actions (e.g., forbearance
                             plans, modifications and deeds in lieu of foreclosure,
                             foreclosures and repossessions, as applicable) are
       1122(d)(4)(vii)       initiated, conducted and concluded in accordance with the                                 X
                             timeframes or other requirements established by the
                             transaction agreements.
-----------------------------------------------------------------------------------------------------------------------------------



                                                                 2
<PAGE>


                                                APPENDIX 1

-----------------------------------------------------------------------------------------------------------------------------------
REG AB                                    SERVICING CRITERIA                              APPLICABLE           NOT APPLICABLE TO
REFERENCE                                                                                TO PLATFORM               PLATFORM
-----------------------------------------------------------------------------------------------------------------------------------
                             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
       1122(d)(4)(viii)      agreements, and describe the entity's activities in                                       X
                             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).
-----------------------------------------------------------------------------------------------------------------------------------
                             Adjustments to interest rates or rates of return for
       1122(d)(4)(ix)        [pool assets] with variable rates are computed based on                                   X
                             the related [pool asset] documents.
-----------------------------------------------------------------------------------------------------------------------------------
                             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
       1122(d)(4)(x)         is paid, or credited, to obligors in accordance with                                      X
                             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.
-----------------------------------------------------------------------------------------------------------------------------------
                             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
       1122(d)(4)(xi)        appropriate bills or notices for such payments, provided                                  X
                             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.
-----------------------------------------------------------------------------------------------------------------------------------
                             Any late payment penalties in connection with any payment
                             to be made on behalf of an obligor are paid from the
       1122(d)(4)(xii)       Servicer's funds and not charged to the obligor, unless                                   X
                             the late payment was due to the obligor's error or
                             omission.
-----------------------------------------------------------------------------------------------------------------------------------
                             Disbursements made on behalf of an obligor are posted
                             within two business days to the obligor's records
       1122(d)(4)(xiii)      maintained by the Servicer, or such other number of days                                  X
                             specified in the transaction agreements.
-----------------------------------------------------------------------------------------------------------------------------------
                             Delinquencies, charge-offs and uncollectible accounts are
       1122(d)(4)(xiv)       recognized and recorded in accordance with the                                            X
                             transaction agreements.
-----------------------------------------------------------------------------------------------------------------------------------
                             Any external enhancement or other support, identified in
                             Item 1114(a)(1) through (3) or Item 1115 of Regulation
       1122(d)(4)(xv)        AB, is maintained as set forth in the transaction                 X
                             agreements
-----------------------------------------------------------------------------------------------------------------------------------

</TABLE>



                                                                 3

<PAGE>

                                  Exhibit 34.1
                                  ------------



KPMG [LOGO OMITTED]

                                    KPMG LLP
                                    Suite 2000
                                    355 South Grand Avenue
                                    Los Angeles, CA 90071-1568




Report of Independent Registered Public Accounting Firm

The Board of Directors
Countrywide Financial Corporation:


We have examined management's assessment, included in the Assessment of
Compliance with Applicable Servicing Criteria, that Countrywide Financial
Corporation and certain of its subsidiaries, including its direct and indirect
wholly owned subsidiaries, Countrywide Home Loans, Inc. (CHL), Countrywide Tax
Services Corporation, Newport Management Corporation, and Countrywide Home
Loans Servicing L.P., a wholly owned subsidiary of CHL (collectively, the
Company), complied with the servicing criteria set forth in Item 1122(d) of
the Securities and Exchange Commission's Regulation AB for publicly issued
residential mortgage-backed securities (securities collateralized by
residential mortgage loans, including prime, alternative loan products,
subprime, HELOC, and closed seconds) issued on or after January 1, 2006 for
which the Company provides cash collection and administration, investor
remittances and reporting (except for those activities relating to trustee and
paying agent services), and pool asset administration (except for those
activities relating to custodial operations of pool assets and related
documents), collectively, "Servicing Functions", excluding any transactions
issued by any government sponsored enterprise for which the Company provides
Servicing Functions (the Platform), as of and for the year ended December 31,
2007. The Platform includes all servicing criteria set forth in Schedule A to
the Assessment of Compliance with Applicable Servicing Criteria except for the
Inapplicable Servicing Criteria and portions of the criteria footnoted on that
schedule, which are inapplicable to the Company based on the activities it
performs with respect to the Platform. Management is responsible for the
Company's compliance with those servicing criteria. Our responsibility is to
express an opinion on management's assessment about 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
selected asset-backed transactions and securities that comprise the Platform,
testing selected 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 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.


          KPMG LLP, a U.S. limited liability partnership, is the U.S.
            member firm of KPMG International, a Swiss cooperative.

<PAGE>

In our opinion, management's assessment that the Company complied with the
aforementioned servicing criteria as of and for the year ended December 31,
2007 is fairly stated in all material respects.


                                 /s/ KPMG LLP


Los Angeles, California
February 28, 2008

<PAGE>

                                  Exhibit 34.2
                                  ------------

KPMG (logo omitted)

                                    KPMG LLP
                                    303 East Wacker Drive
                                    Chicago, IL  60601-5212


             Report of Independent Registered Public Accounting Firm


The Board of Directors
The Bank of New York
The Bank of New York Trust Company, N.A.:

We have examined management's assessment, included in the accompanying Assertion
of Compliance with Applicable Servicing Criteria, that The Bank of New York and
The Bank of New York Trust Company, N.A., (collectively the "Company") complied
with the servicing criteria set forth in Item 1122(d) of the Securities and
Exchange Commission's Regulation AB for the publicly issued (i.e.
transaction-level reporting initially required under the Securities and Exchange
Act of 1934, as amended) residential mortgage-backed securities and other
mortgage-related asset-backed securities issued on or after January 1, 2006 (and
like-kind transactions issued prior to January 1, 2006) for which the Company
provides trustee, securities administration, paying agent, or custodial services
(the Platform), except for servicing criteria 1122(d)(1)(ii), 1122(d)(1)(iii),
1122(d)(1)(iv), 1122(d)(4)(iv), 1122(d)(4)(v), 1122(d)(4)(vi), 1122(d)(4)(vii),
1122(d)(4)(viii), 1122(d)(4)(ix), 1122(d)(4)(x), 1122(d)(4)(xi), 1122(d)(4)(xii)
1122(d)(4)(xiii) and 1122(d)(4)(xiv) 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, 2007. Servicing criterion
1122(d)(4)(iii) is applicable to the activities the Company performs with
respect to the Platform only as it relates to the Company's obligation to report
additions, removals or substitutions on reports to investors and to obtain
servicer certifications related to any additions, removals or substitutions in
accordance with the transaction agreements. Management is responsible for the
Company's compliance with those servicing criteria. Our responsibility is to
express an opinion on management's assessment about 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
selected asset-backed transactions and securities that comprise the Platform,
testing selected 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.



          KPMG LLP, a U.S. limited liability partnership, is the U.S.
          member firm of KPMG International, a Swiss cooperative.


<PAGE>


In our opinion, management's assessment that the Company complied with the
aforementioned servicing criteria as of and for the twelve months ended December
31, 2007 is fairly stated, in all material respects.


(Signed) KPMG LLP


Chicago, IL
March 5, 2008

<PAGE>

                                  Exhibit 35
                                  ----------


                      COUNTRYWIDE HOME LOANS SERVICING LP


                             OFFICERS' CERTIFICATE
                    ANNUAL STATEMENT OF THE MASTER SERVICER


                                  CWALT, INC.
                        ALTERNATIVE LOAN TRUST 2007-HY3
              MORTGAGE PASS-THROUGH CERTIFICATES, SERIES 2007-HY3


      The undersigned does hereby certify that the undersigned is an officer
of Countrywide GP, Inc., general partner of Countrywide Home Loans Servicing
LP (the "Master Servicer"), and does hereby further certify pursuant to
Section 3.16 of the Pooling and Servicing Agreement for the above-captioned
Series (the "Agreement") that:

(i)   A review of the activities of the Master Servicer during the preceding
calendar year and of the performance of the Master Servicer under the
Agreement has been made under my supervision; and

(ii)  To the best of my knowledge, based on such review, the Master Servicer
has fulfilled all of its obligations under the Agreement in all material
respects throughout such calendar year.




/s/ Craig Baingo                                      Dated: March 14, 2008
-----------------

Craig Baingo
Executive Vice President, Finance