EXHIBIT 10.3

                                                                   Swap Schedule

                                    SCHEDULE
                                     to the
                                Master Agreement
                          (Multicurrency-Cross Border)

                          dated as of November 5, 2007

                                     between

                                           Wells Fargo Bank, N.A., not in its
  Credit Suisse International              individual capacity but solely as
                                  and    Securities Administrator on behalf of
                                           ABFC 2007-WMC1 Trust (the "Trust")


_______________________________         ________________________________________

          ("Party A")                                 ("Party B")


Capitalized terms used herein and not otherwise defined herein shall have the
meaning specified in that certain Pooling and Servicing Agreement, dated as of
October 1, 2007 (the "PSA") among Asset Backed Funding Corporation, as depositor
(the "Depositor"), Saxon Mortgage Services, Inc., as servicer, Wells Fargo Bank,
N.A., as master servicer (the "Master Servicer") and securities administrator
(the "Securities Administrator"), and U.S. Bank National Association, as
trustee. For the avoidance of doubt, references herein to a particular "Section"
of this Agreement are references to the corresponding sections of the Master
Agreement; each reference herein to a "Part" will be construed as a reference to
the Schedule to the ISDA Master Agreement; each reference herein to a
"Paragraph" will be construed as a reference to a Paragraph of the Credit
Support Annex.

                                     Part 1

                             Termination Provisions

(a)   "Specified Entity" means in relation to Party A for the purpose of:

      Section 5(a)(v),     Not Applicable
      Section 5(a)(vi),    Not Applicable
      Section 5(a)(vii),   Not Applicable
      Section 5(b)(iv),    Not Applicable

and in relation to Party B for the purpose of:

      Section 5(a)(v),     Not Applicable
      Section 5(a)(vi),    Not Applicable
      Section 5(a)(vii),   Not Applicable
      Section 5(b)(iv),    Not Applicable

(b)   "Specified Transaction" will have the meaning specified in Section 14 of
      this Agreement.

(c)   Certain Events of Default. Subject to Part 1(h) below, the following
      Events of Default will apply to the parties as specified below, and the
      definition of "Event of Default" in Section 14 is deemed to be modified
      accordingly:

      Section 5(a)(i) (Failure to Pay or Deliver) will apply to Party A and
      Party B.

      Section 5(a)(ii) (Breach of Agreement) will apply to Party A and will not
      apply to Party B; except that Section 5(a)(ii) will not apply to Party A
      with respect to Party A's failure to comply with Part 5(b) herein.

      Section 5(a)(iii) (Credit Support Default) will apply to Party A and will
      not apply to Party B, unless Party A has posted collateral under the
      Credit Support Annex, in which case Section 5(a)(iii)(1) will apply to
      Party B solely in respect of Party B's obligations under Paragraph 3(b) of
      the Credit Support Annex.

      Section 5(a)(iv) (Misrepresentation) will apply to Party A and will not
      apply to Party B.

      Section 5(a)(v) (Default under Specified Transaction) will not apply to
      Party A or Party B.

      Section 5(a)(vi) (Cross Default) will apply to Party A and will not apply
      to Party B. "Specified Indebtedness" shall have the meaning specified in
      Section 14 of this Agreement and "Threshold Amount" means 3% of
      shareholder's equity of the Relevant Entity.

      Section 5(a)(vii) (Bankruptcy) will apply to Party A and Party B; provided
      that in respect of Party B, (i) clause (2) thereof shall not apply, (ii)
      clause (3) thereof shall not apply to any assignment, arrangement or
      composition that is effected by or pursuant to the PSA (iii) clause (4)
      thereof shall not apply to Party B to the extent that the relevant
      proceeding is instituted by a Relevant Entity in breach of Party A's
      agreement in Part 5(f) of this Schedule, (iv) the words "seeks or" shall
      be deleted from clause (6) thereof and any appointment that is effected by
      or pursuant to the PSA and/or any other document pertaining thereto
      (collectively with the PSA, the "Transaction Documents") shall not
      constitute an Event of Default under such clause (6), (v) clause (7)
      thereof shall not apply, (vi) clause (8) thereof shall apply only to the
      extent not inconsistent with clauses (i) to (iv) of this sentence and
      (vii) clause (9) thereof shall not apply.

      Section 5(a)(viii) (Merger without Assumption) will apply to Party A and
      will not apply to Party B.

      Notwithstanding anything to the contrary in Sections 5(a)(i) and 5(a)(iii)
      of this Agreement, any failure by any Relevant Entity to comply with or
      perform any obligation to be complied with or performed by such Relevant
      Entity under any Credit Support Document shall not be an Event of Default
      under Section 5(a)(i) or Section 5(a)(iii) unless a Fitch Ratings Event
      has occurred and is continuing and at least 30 calendar days have elapsed
      since the last time such Fitch Ratings Event first occurred.

(d)   Termination Events. The following Termination Events will apply to the
      parties as specified below:

      Section 5(b)(i) (Illegality) will apply to Party A and Party B.

      Section 5(b)(ii) (Tax Event) will apply to Party A and Party B; provided
      that the words "(x) any action taken by a taxing authority, or brought in
      a court of competent jurisdiction, on or after the date on which a
      Transaction is entered into (regardless of whether such action is taken or
      brought with respect to a party to this Agreement) or (y)" shall be
      deleted in applying Section 5(b)(ii) to Party A only.

      Section 5(b)(iii) (Tax Event Upon Merger) will apply to Party A and Party
      B; provided that in the event that Party A is the Affected Party in
      respect of an event described in Section 5(b)(iii), Party A shall not be
      entitled to designate an Early Termination Date pursuant to such Section
      5(b)(iii).

      Section 5(b)(iv) (Credit Event Upon Merger) will apply to Party A and will
      not apply to Party B.

(e)   The "Automatic Early Termination" provision of Section 6(a) of this
      Agreement will not apply to Party A or Party B.

(f)   Payments on Early Termination. For the purpose of Section 6(e) of this
      Agreement:

      (i)   Market Quotation will apply.

      (ii)  The Second Method will apply.

(g)   "Termination Currency" means United States Dollars.

(h)   Additional Termination Events. The following Additional Termination Events
      will apply, in each case with respect to Party B as the sole Affected
      Party (unless otherwise provided below):

      (i)   Each of the following shall constitute an Additional Termination
            Event with Party A as the sole Affected Party:

            (a)   Party A has failed to comply with or perform any obligation to
                  be complied with or performed by Party A in accordance with
                  the Credit Support Annex.

            (b)   An S&P Ratings Event has occurred and is continuing and at
                  least 60 calendar days have elapsed since such S&P Ratings
                  Event first occurred.

            (c)   A Fitch Ratings Event has occurred and is continuing and at
                  least 30 calendar days have elapsed since such Fitch Ratings
                  Event first occurred and such failure has not given rise to an
                  Event of Default under Section 5(a)(i) or Section 5(a)(iii).

      (ii)  An amendment and/or supplement to the PSA is made without the prior
            written consent of Party A (such consent not to be unreasonably
            withheld), where such consent is required by such document. (Any
            payments owed to Party A under Section 6(e) of this Agreement as a
            result of such Additional Termination Event shall be made without
            regard to the effect of any such amendment, modification or
            supplement.)

      (iii) The delivery of any irrevocable notice of any termination (or the
            actual termination) of the Trust (including pursuant to Article
            10.01 of the PSA), any such notice provided pursuant to the PSA, the
            "Optional Termination Notice". With respect to such Additional
            Termination Event, (A) notwithstanding anything to the contrary in
            Section 6(b)(iv) or Section 6(c)(i), the Early Termination Date will
            be the final Distribution Date specified in the Optional Termination
            Notice in respect of all Affected Transactions; (B) Section
            2(a)(iii)(2) shall not be applicable to any Affected Transaction in
            connection with the Early Termination Date resulting from this
            Additional Termination Event; notwithstanding anything to the
            contrary in Section 6(c)(ii), payments and deliveries under Section
            2(a)(i) or Section 2(e) in respect of the Terminated Transactions
            resulting from this Additional Termination Event will be required to
            be made through and including the Early Termination Date designated
            as a result of this Additional Termination Event; provided, for the
            avoidance of doubt, that any such payments or deliveries that are
            made on or prior to such Early Termination Date will not be treated
            as Unpaid Amounts in determining the amount payable in respect of
            such Early Termination Date; (C) notwithstanding anything to the
            contrary in Section 6(d)(i), (I) if, no later than 4:00 pm New York
            City time on the day that is four Business Days prior to the final
            Distribution Date, the Securities Administrator requests the amount
            of the Estimated Swap Termination Payment, Party A shall provide to
            the Securities Administrator in writing (which may be done in
            electronic format) the amount of the Estimated Swap Termination
            Payment no later than 2:00 pm New York City time on the following
            Business Day and (II) if the Securities Administrator provides
            written notice (which may be done in electronic format) to Party A
            no later than two Business Days prior to the final Distribution Date
            that all requirements of the Optional Termination have been met,
            then Party A shall, no later than one Business Day prior to the
            final Distribution Date, make the calculations contemplated by
            Section 6(e) (as amended herein) and provide to the Securities
            Administrator in writing (which may be done in electronic format)
            the amount payable by either Party B or Party A in respect of the
            related Early Termination Date in connection with this Additional
            Termination Event; provided, however, that the amount payable by
            Party B, if any, in respect of the related Early Termination Date
            shall be the lesser of (x) the amount calculated to be due from
            Party B pursuant to Section 6(e) and (y) the Estimated Swap
            Termination Payment; and (D) notwithstanding anything to the
            contrary in this Agreement, any amount due from Party B to Party A
            in respect of this Additional Termination Event will be payable one
            Business Day prior to the final Distribution Date and any amount due
            from Party A to Party B in respect of this Additional Termination
            Event will be payable one Business Day prior to the final
            Distribution Date.

            "Estimated Swap Termination Payment" means, with respect to an Early
            Termination Date, an amount determined by Party A in good faith and
            in a commercially reasonable manner as the maximum payment that
            could be owed by Party B to Party A in respect of such Early
            Termination Date pursuant to Section 6(e) (as amended herein),
            taking into account then current market conditions.

      (iv)  Upon the occurrence of a Swap Disclosure Event (as defined in Part
            5(cc) below) Party A has not, within the greater of (x) five
            calendar days and (y) three Local Business Days after such Swap
            Disclosure Event, complied with any of the provisions set forth in
            Part 5(cc)(iii) below. For all purposes of this Agreement, Party A
            shall be the sole Affected Party with respect to the occurrence of
            an Additional Termination Event described in this Part 1(h)(iv).


<PAGE>


                                     Part 2

                               Tax Representations

(a)   Payer Representations. For the purpose of Section 3(e) of this Agreement,
      neither party makes any representation.

(b)   Payee Representations. For the purpose of Section 3(f) of this Agreement,
      Party A hereby makes the following representations:

            (1)   Party A is entering into each Transaction in the ordinary
                  course of its trade as, and is, a recognized U.K. bank as
                  defined in Section 840A of the U.K. Income and Corporation
                  Taxes Act of 1988.
            (2)   Party A has been approved as a Withholding Foreign Partnership
                  by the U.S. Internal Revenue Service.
            (3)   Party A's Withholding Foreign Partnership Employer
                  Identification Number is 98-0330001.
            (4)   Party A is a partnership that agrees to comply with any
                  withholding obligation under Section 1446 of the Internal
                  Revenue Code.

                                     Part 3

                         Agreement to Deliver Documents

For the purpose of Sections 4(a)(i) and (ii) of this Agreement, each party
agrees to deliver the following documents, as applicable:

(a)   Tax forms, documents or certificates to be delivered are:--

<TABLE>
<CAPTION>
----------------------- ------------------------------------------------------ -------------------------------------------
  Party required to                   Form/Document/Certificate                      Date by which to be delivered
   deliver document

----------------------- ------------------------------------------------------ -------------------------------------------
<S>                     <C>                                                     <C>
Party A and Party B     Any  form  or  document   that  may  be  required  or   On the date hereof,  and promptly upon the
                        reasonably  requested  in order to  allow  the  other   earlier of (i)  reasonable  demand by the
                        party to make a payment under this Agreement  without   other  party and (ii)  learning  that the
                        any  deduction  or  withholding  for or on account of   form or document is required.
                        any Tax or with such  deduction or  withholding  at a
                        reduced rate.

----------------------- ------------------------------------------------------ -------------------------------------------
</TABLE>

(b) Other documents to be delivered are:--

<TABLE>
<CAPTION>
---------------- -------------------------------------------------------------- ----------------------- -------------------
Party required                     Form/Document/Certificate                     Date by which to be        Covered by
  to deliver                                                                          delivered            Section 3(d)
   document                                                                                               Representation
---------------- -------------------------------------------------------------- ----------------------- -------------------
<S>              <C>                                                           <C>
Party A and      Certified  copy of the  board of  directors'  resolution  (or  Concurrently with the   Yes
Party B          equivalent  authorizing  documentation)  which sets forth the  execution and

                 authority  of each  signatory  to  this  Agreement  and  each  delivery of this
                 Credit  Support  Document  (if any) signing on its behalf and  Agreement.
                 the  authority  of such  party  to  enter  into  Transactions
                 contemplated and performance of its obligations hereunder.

---------------- -------------------------------------------------------------- ----------------------- -------------------
Party A and      Incumbency   certificate   (or,  if  available   the  current  Concurrently with the   Yes
Party B          authorized   signature   book   or   equivalent   authorizing  execution and

                 documentation)  specifying the names,  titles,  authority and  delivery of this
                 specimen  signatures  of the  persons  authorized  to execute  Agreement unless
                 this  Agreement  which sets forth the specimen  signatures of  previously delivered
                 each signatory to this Agreement,  each Confirmation and each  and still in full
                 Credit Support Document (if any) signing on its behalf.        force and effect.

---------------- -------------------------------------------------------------- ----------------------- -------------------
Party A and      An opinion  of  counsel  to such  party  (or,  in the case of  Concurrently with the   No
Party B          Party B, counsel to the Securities  Administrator)  as to the  execution and

                 enforceability   of  this   Agreement   that  is   reasonably  delivery of the
                 satisfactory in form and substance to the other party.         Confirmation unless
                                                                                previously delivered
                                                                                and still in full
                                                                                force and effect.
---------------- -------------------------------------------------------------- ----------------------- -------------------
Party B          All  opinions  of  counsel  to  Party  B and  counsel  to the  Upon execution of       No
                 Servicer, delivered as of the Closing Date.                    this Agreement.
---------------- -------------------------------------------------------------- ----------------------- -------------------
Party B          A copy of (i) the Free Writing  Prospectus  dated November 1,  Promptly upon filing    Yes
                 2007 relating to the public  offering of  Certificates,  (ii)  of each of these
                 the  prospectus  dated  October  31,  2007  of  Asset  Backed  documents with the
                 Funding  Corporation  and  (iii)  the  prospectus  supplement  SEC.
                 dated  November 2, 2007  relating  to the public  offering of
                 the Certificates.
---------------- -------------------------------------------------------------- ----------------------- -------------------
Party B          A fully executed copy of the PSA.                              Promptly upon filing    Yes
                                                                                with the SEC.
---------------- -------------------------------------------------------------- ----------------------- -------------------
Party B          A  copy  of  each  notice  and  report  required  to be  made  As required by the      Yes
                 available  by  Party B or the  Securities  Administrator,  as  PSA.
                 applicable,   under  the  PSA,   including  all  reports  and
                 information  provided  by Party B under  Section  4.06 of the
                 PSA.
---------------- -------------------------------------------------------------- ----------------------- -------------------
Party B          Such other  information in connection  with the  Certificates  Promptly upon request.  Yes
                 (as  defined  in the  PSA)  or the PSA in the  possession  of
                 Party B as Party A may reasonably request from time to time.

---------------- -------------------------------------------------------------- ----------------------- -------------------
</TABLE>



<PAGE>


                                     Part 4

                                  Miscellaneous

(a)   Addresses for Notices. For the purposes of Section 12(a) of this
      Agreement:

      Party A:

      (1)   Address for notices or communications to Party A (other than by
            facsimile):-
<TABLE>
<CAPTION>
<S>                                        <C>
            Address:  One Cabot Square     Attention:  (1)  Head of Credit Risk Management;
                      London E14 4QJ                   (2)  Managing Director -
                      England                               Operations Department;
                                                       (3)  Managing Director - Legal
                                                            Department

            Telex No.: 264521              Answerback:      CSI G
</TABLE>

            (For all purposes.)

      (2)   For the purpose of facsimile notices or communications under this
            Agreement (other than a notice or communication under Section 5 or
            6):-

            Facsimile No.:  44 20 7888 2686
            Attention:      Managing Director - Legal Department

            Telephone number for oral confirmation of receipt of facsimile in
            legible form: 44 20 7888 2028

            Designated responsible employee for the purposes of Section
            12(a)(iii): Senior Legal Secretary

      Party B:

      Address for notices or communications to Party B:

      Address: 9062 Old Annapolis Rd  Attention: Client Manager - ABFC 2007-WMC1
               Columbia, MD 21045

   with copies to:

   Sixth Street and Marquette Avenue   Attention: Corporate Trust Services -
   Minneapolis, MN 55479                          ABFC 2007-WMC1

(For all purposes.)

(b)   Process Agent. For the purposes of Section 13(c) of this Agreement:

      Party A appoints as its Process Agent:

             Credit Suisse Securities (USA) LLC
             Eleven Madison Avenue
             New York, NY 10010
            Attention:  General Counsel
                        Legal and Compliance Department

      Party B appoints as its Process Agent: Not Applicable.

(c)   Offices. With respect to Party A, the provisions of Section 10(a) will
      apply to this Agreement.

(d)   Multibranch Party. For the purpose of Section 10(c) of this Agreement:

      Party A is not a Multibranch Party.
      Party B is not a Multibranch Party.

(e)   Calculation Agent. The Calculation Agent is Party A; provided, however,
      that if Party A is the Defaulting Party, the Calculation Agent shall be
      any designated party mutually agreed to by the parties and the Policy
      Provider (so long as no Policy Provider Default has occurred and is
      continuing) until such time as Party A is no longer the Defaulting Party.

(f)   Credit Support Document. Credit Support Document means:-

      With respect to Party A: The 1994 ISDA Credit Support Annex to this
      Schedule, including Paragraph 13 thereof (the "Credit Support Annex") and
      any guarantee that is provided to Party B pursuant to Part 5(b) below.

      With respect to Party B: The Credit Support Annex.

(g)   Credit Support Provider.

      Credit Support Provider means in relation to Party A: Not applicable or,
      if a guarantee is provided to Party B pursuant to Part 5(b) below, the
      guarantor providing such guarantee.

      Credit Support Provider means in relation to Party B: Not applicable.

(h)   Governing Law. This Agreement and, to the fullest extent permitted by
      applicable law, all matters arising out of or relating in any way to this
      Agreement will be governed by and construed in accordance with the laws of
      the State of New York (without reference to choice of law doctrine other
      than New York General Obligations Law Sections 5-1401 and 5-1402).

(i)   Netting of Payments. Subparagraph (ii) of Section 2(c) of this Agreement
      will apply to each Transaction hereunder.

(j)   "Affiliate." "Affiliate" shall have the meaning specified in Section 14 of
      this Agreement, provided, however, that Party A shall be deemed to have no
      Affiliates for purposes of Section 3(c) of this Agreement and Party B
      shall be deemed to have no Affiliates.


<PAGE>


                                     Part 5
                                Other Provisions

(a)   Definitions.

      This Agreement and each Transaction under this Agreement are subject to
      the 2006 ISDA Definitions as published and copyrighted in 2006 by the
      International Swaps and Derivatives Association, Inc. The provisions of
      the Definitions are hereby incorporated by reference in and shall be
      deemed a part of this Agreement, except that (i) references in the
      Definitions to a "Swap Transaction" shall be deemed references to a
      "Transaction" for purposes of this Agreement, and (ii) references to a
      "Transaction" in this Agreement shall be deemed references to a "Swap
      Transaction" for purposes of the Definitions. Any capitalized terms used
      but not otherwise defined in this Agreement shall have the meanings
      assigned to them (or incorporated by reference) in the PSA. In the event
      of any inconsistency between the terms of this Agreement and the terms of
      the PSA, this Agreement will govern.

(b)   Downgrade Provisions.

      (1)   It shall be a collateralization event (Collateralization Event) if:

            (A) with respect to each Relevant Entity, so long as Fitch is
            currently rating the Certificates and either (i) such Relevant
            Entity has both a long term and a short term rating by Fitch and (x)
            the unsecured, unguaranteed and otherwise unsupported long-term
            senior debt obligations of such Relevant Entity are rated "A-" or
            below by Fitch or (y) the unsecured, unguaranteed and otherwise
            unsupported short-term debt obligations of such Relevant Entity are
            rated "F2" or below by Fitch or (ii) if no Relevant Entity has a
            short-term rating from Fitch, the unsecured, unguaranteed and
            otherwise unsupported long-term senior debt obligations of each
            Relevant Entity are rated "A-" or below by Fitch (such event, a
            Fitch Collateralization Event); or

            (B) with respect to each Relevant Entity, if such entity is a bank,
            broker/dealer, insurance company, structured investment vehicle or
            derivative product company (any such entity, a Financial
            Institution), so long as Standard & Poor's Rating Services, a
            division of The McGraw-Hill Companies, Inc. (S&P) is currently
            rating the Certificates and either (i) the unsecured, unguaranteed
            and otherwise unsupported short-term debt obligations of such
            Relevant Entity are rated "A-2" or below by S&P or (ii) if no
            Relevant Entity has a short-term rating from S&P, the unsecured,
            unguaranteed and otherwise unsupported long-term senior debt
            obligations of each Relevant Entity are rated "A" or below by S&P
            (such event, an S&P Collateralization Event).

            Relevant Entity means (a) Party A, (b) any guarantor under an
            Eligible Guarantee in respect of all of Party A's present and future
            obligations under this Agreement or (c) in respect of any
            determination relating to a Collateralization Event or Ratings Event
            in respect of S&P, any rated bank, broker/dealer or insurance
            company that is the parent of Party A if S&P determines that Party A
            is core or strategically important to such parent entity.

      (2)   Party A may, at any time at which a Collateralization Event has
            occurred and is continuing, (i) furnish an Eligible Guarantee (as
            defined below) of Party A's obligations under this Agreement from a
            guarantor that satisfies the Hedge Counterparty Ratings Requirement
            (as defined herein) or (ii) effect a Permitted Transfer.

            Eligible Guarantee means an unconditional and irrevocable guarantee
            of all present and future obligations of Party A under this
            Agreement (or, solely for purposes of the definition of Eligible
            Replacement, all present and future obligations of such Eligible
            Replacement under this Agreement or its replacement, as applicable)
            that is provided by a guarantor as principal debtor rather than
            surety and that is directly enforceable by Party B, the form and
            substance of which guarantee are subject to the Rating Agency
            Condition with respect to each Rating Agency and either (A) such
            guarantee provides that, in the event that any of such guarantor's
            payments to Party B are subject to deduction or withholding for Tax,
            such guarantor is required to pay such additional amount as is
            necessary to ensure that the net amount actually received by Party B
            (free and clear of any tax) will equal the full amount Party B would
            have received had no such deduction or withholding been required or
            (B) in the event that any payment under such guarantee is made net
            of deduction or withholding for Tax, Party A is required, under
            Section 2(a)(i), to make such additional payment as is necessary to
            ensure that the net amount actually received by Party B from the
            guarantor will equal the full amount Party B would have received had
            no such deduction or withholding been required.

            An entity shall satisfy the Hedge Counterparty Ratings Requirement
            if (a) either (i) if the entity is a Financial Institution, the
            unsecured, unguaranteed and otherwise unsupported short-term debt
            obligations of the entity are rated at least "A-2" by S&P or, if the
            entity does not have a short-term unsecured and unsubordinated debt
            rating from S&P, the unsecured, unguaranteed and otherwise
            unsupported long-term senior debt obligations of the entity are
            rated at least "BBB+" by S&P, or (ii) if such entity is not a
            Financial Institution, a short-term unsecured and unsubordinated
            debt rating of "A-1" from S&P, or, if such entity does not have a
            short-term unsecured and unsubordinated debt rating from S&P, a
            long-term unsecured and unsubordinated debt rating or counterparty
            rating of "A+" from S&P; and (b) either (i) the unsecured,
            unguaranteed and otherwise unsupported long-term senior debt
            obligations of such entity are rated at least "A" by Fitch or (ii)
            the unsecured, unguaranteed and otherwise unsupported short-term
            debt obligations of such substitute counterparty are rated at least
            "F1" by Fitch. For the purpose of this definition, no direct or
            indirect recourse against one or more shareholders of the entity (or
            against any Person in control of, or controlled by, or under common
            control with, any such shareholder) shall be deemed to constitute a
            guarantee, security or support of the obligations of the entity.

            Rating Agency shall mean each of S&P and Fitch.

            Rating Agency Condition means, with respect to any particular
            proposed act or omission to act hereunder and each Rating Agency
            specified in connection with such proposed act or omission, that the
            party acting or failing to act must consult with each of the
            specified Rating Agencies and receive from each such Rating Agency a
            prior written confirmation that the proposed action or inaction
            would not cause a downgrade or withdrawal of the then-current rating
            of any Certificates.

            Eligible Replacement means an entity (A) that lawfully could perform
            the obligations owing to Party B under this Agreement (or its
            replacement as applicable) and (B)(i) satisfying the Hedge
            Counterparty Ratings Requirement or (ii) whose present and future
            obligations owing to Party B are guaranteed pursuant to a guarantee
            provided by a guarantor satisfying the Hedge Counterparty Ratings
            Requirements.

            Replacement Transaction means, with respect to any Terminated
            Transaction or group of Terminated Transactions, a transaction or
            group of transactions that (A) has terms which would be effective to
            transfer to a transferee all, but not less than all, of Party A's
            rights, liabilities, duties and obligations under this Agreement and
            all relevant Transactions, which terms are identical to the terms of
            this Agreement, other than party names, dates relevant to the
            effective date of such transfer, tax representations (provided that
            the representations in Part 2(a) and Part 5(t) are not modified) and
            any other representations regarding the status of the substitute
            counterparty, notice information and account details, save for the
            exclusion of provisions relating to Transactions that are not
            Terminated Transactions, or (B) (x) would have the effect of
            preserving for Party B the economic equivalent of any payment or
            delivery (whether the underlying obligation was absolute or
            contingent and assuming the satisfaction of each applicable
            condition precedent) under this Agreement in respect of such
            Terminated Transaction or group of Terminated Transactions that
            would, but for the occurrence of the relevant Early Termination
            Date, have been required after that date, and (y) has terms which
            are, in all material respects, no less beneficial for Party B than
            those of this Agreement (save for the exclusion of provisions
            relating to Transactions that are not Terminated Transactions), as
            determined by Party B.

      (3)   It shall be a Ratings Event if at any time after the date hereof (A)
            so long as S&P is currently rating the Certificates and either (i)
            if the Relevant Entity is a Financial Institution, the unsecured,
            unguaranteed and otherwise unsupported long-term senior debt
            obligations of each Relevant Entity are rated "BBB" or below by S&P
            or, the unsecured, unguaranteed and otherwise unsupported short-term
            debt obligations of each Relevant Entity are rated "A-3" or below by
            S&P, (ii) if the Relevant Entity is not a Financial Institution, the
            unsecured and unsubordinated short-term debt obligations of each
            Relevant Entity are rated "A-2" or below from S&P, or, the long-term
            unsecured and unsubordinated debt obligations are rated "A" or below
            by S&P or (iii) if at any time after the date hereof S&P withdraws
            all of each Relevant Entity's ratings and no longer rates any
            Relevant Entity (such event, an S&P Ratings Event) or (B) so long as
            Fitch is currently rating the Certificates and either (i) the
            unsecured, unguaranteed and otherwise unsupported long-term senior
            debt obligations of each Relevant Entity are rated below "BBB-" by
            Fitch, or (ii) the unsecured, unguaranteed and otherwise unsupported
            short-term debt obligations of each Relevant Entity are rated below
            "F2" by Fitch or (iii) if at anytime after the date hereof Fitch
            withdraws all of each Relevant Entity's ratings and no longer rates
            any Relevant Entity (such event, a Fitch Ratings Event).

      (4)   Following a Ratings Event, Party A shall use commercially reasonable
            efforts to, as soon as reasonably practicable and at its own
            expense: (A) furnish an Eligible Guarantee of Party A's obligations
            under this Agreement from a guarantor that satisfies the definition
            of Hedge Counterparty Ratings Requirement or (B) effect a Permitted
            Transfer.

(c)   Section 3(a) of this Agreement is hereby amended to include the following
      additional representations after paragraph 3(a)(v):

      (vi) Eligible Contract Participant. It is an "eligible contract
      participant" as such term is defined in Section 35.1 (b) (2) of the
      regulations (17 C.F.R. 35) promulgated under and as defined in section
      1a(12) of the U.S. Commodity Exchange Act, as amended.

      (vii) Individual Negotiation. This Agreement and each Transaction
      hereunder is subject to individual negotiation by the parties.

      (viii) Relationship between Party A and Party B. Each of Party A and Party
      B will be deemed to represent to the other on the date on which it enters
      into a Transaction or an amendment thereof that (absent a written
      agreement between Party A and Party B that expressly imposes affirmative
      obligations to the contrary for that Transaction):

            (1) Capacity. It is entering into the Agreement as principal and not
            as agent of any person.

            (2) Non-Reliance. It is acting for its own account, and it has made
            its own independent decisions to enter into each Transaction and as
            to whether that Transaction is appropriate or proper for it based
            upon its own judgment and upon advice from such advisors as it has
            deemed necessary. It is not relying on any communication (written or
            oral) of the other party as investment advice or as a recommendation
            to enter into that Transaction; it being understood that information
            and explanations related to the terms and conditions of a
            Transaction shall not be considered investment advice or a
            recommendation to enter into that Transaction. No communication
            (written or oral) received from the other party shall be deemed to
            be an assurance or guarantee as to the expected results of that
            Transaction.

            (3) Evaluation and Understanding. It is capable of evaluating and
            understanding (on its own behalf or through independent professional
            advice), and understands and accepts, the terms, conditions and
            risks of this Agreement and each Transaction hereunder. It is also
            capable of assuming, and assumes, all financial and other risks of
            this Agreement and each Transaction hereunder.

            (4) Status of Parties. The other party is not acting as a fiduciary
            or an advisor for it in respect of that Transaction.

      (ix)  Party B.

            Party B represents and warrants at all times hereunder that (x) it
            is not a pension plan or employee benefit plan, and (y) (1) that it
            is not acting on behalf of any such plan or using assets of any such
            plan or assets deemed to be assets of any such plan in connection
            with any Transaction under this Agreement or (2) any pension plan or
            employee benefits plan subject to the Employee Retirement Income
            Security Act of 1974, as amended ("ERISA"), or Section 4975 of the
            Internal Revenue Code of 1986, as amended (the "Code"), or any
            person who is acting on behalf of such a plan, or using assets of
            such plan or assets deemed to be "plan assets" of such plan for
            purposes of ERISA or the Code, who purchases a certificate issued by
            the Trust while this Agreement is in existence (i) shall represent
            or shall be deemed to represent that the purchase and holding of
            such certificate is in reliance on at least one of the Prohibited
            Transaction Class Exemptions of 84-14, 90-1, 91-38, 95-60 or 96-23
            or (ii) shall provide an opinion of counsel which states that such
            purchase and holding is permissible under applicable law and will
            not result in a prohibited transaction under ERISA or Section 4975
            of the Code.

(d)   Section 4 is hereby amended by adding the following new agreement:

      Actions Affecting Representations. Party B agrees not to take any action
      during the term of this Agreement or any Transaction hereunder that
      renders or could render any of the representations and warranties in this
      Agreement untrue, incorrect, or incomplete, and, if any event or condition
      occurs that renders or could render any such representation untrue,
      incorrect, or incomplete, Party B will immediately give written notice
      thereof to Party A, upon obtaining actual knowledge of such event or
      condition.

(e)   Transfer.

      Section 7 of this Agreement is hereby amended to read in its entirety as
      follows:

      "Neither Party A nor Party B is permitted to assign, novate or transfer
      (whether by way of security or otherwise) as a whole or in part any of its
      rights, obligations or interests under this Agreement or any Transaction
      unless (x) the prior written consent of the other party is obtained and
      (y) the Rating Agency Condition has been satisfied with respect to S&P and
      Fitch; provided, however, that Party A may make, without the consent of
      Party B, a Permitted Transfer of this Agreement (a) pursuant to a
      consolidation or amalgamation with, or merger with or into, or transfer of
      substantially all of its assets to, another entity, (b) pursuant to
      Section 6(b)(ii), (c) at any time at which a Collateralization Event has
      occurred and is continuing, or (d) to any office or branch of Party A on
      at least five Business Days' prior written notice to Party B. Any
      purported transfer that is not in compliance with this Section will be
      void.

      In addition, Party A may transfer this Agreement without the prior written
      consent of the Securities Administrator on behalf of Party B but with
      prior written notice to S&P, Fitch and the Securities Administrator, to an
      Affiliate of Party A that satisfies the Hedge Counterparty Rating
      Requirements or that has furnished a guarantee, subject to Rating Agency
      Condition in relation to S&P, Fitch, of the obligations under this
      Agreement from a guarantor that satisfies the Hedge Counterparty Ratings
      Requirements and provided that such transfer complies with the conditions
      set out in paragraphs (A) to (G) in the definition of Permitted Transfer
      below.

      Permitted Transfer means a transfer by novation by Party A to a transferee
      (the "Transferee") of Party A's rights, liabilities, duties and
      obligations under this Agreement, with respect to which transfer each of
      the following conditions is satisfied: (A) the Transferee is an Eligible
      Replacement; (B) Party A and the Transferee are both "dealers in notional
      principal contracts" within the meaning of Treasury regulations section
      1.1001-4; (C) as of the date of such transfer the Transferee will not be
      required to withhold or deduct on account of a Tax from any payments under
      this Agreement unless the Transferee will be required to make payments of
      additional amounts pursuant to Section 2(d)(i)(4) of this Agreement in
      respect of such Tax; (D) a Termination Event or Event of Default does not
      occur under this Agreement as a result of such transfer; (E) the
      Transferee contracts with Party B pursuant to a written instrument (the
      "Transfer Agreement") (a) (i) on terms which are effective to transfer to
      the Transferee all, but not less than all, of Party A's rights,
      liabilities, duties and obligations under the Agreement and all relevant
      Transactions, which terms are identical to the terms of this Agreement,
      other than party names, dates relevant to the effective date of such
      transfer, tax representations (provided that the representations in Part
      2(a) and Part 5(t) are not modified) and any other representations
      regarding the status of the substitute counterparty, notice information
      and account details, and (ii) each Rating Agency has been given prior
      written notice of such transfer, or (b) (i) on terms that (x) have the
      effect of preserving for Party B the economic equivalent of all payment
      and delivery obligations (whether absolute or contingent and assuming the
      satisfaction of each applicable condition precedent) under this Agreement
      immediately before such transfer and (y) are, in all material respects, no
      less beneficial for Party B than the terms of this Agreement immediately
      before such transfer, as determined by Party B, and (ii) the Rating Agency
      Condition has been satisfied with respect to each Rating Agency; (F) Party
      A will be responsible for any costs or expenses incurred in connection
      with such transfer (including any replacement cost of entering into a
      replacement transaction); and (G) such transfer otherwise complies with
      the terms of the PSA.

      Party B will at Party A's written request and at Party A's expense execute
      such documentation as is reasonably deemed necessary by Party A for the
      effectuation of any Permitted Transfer under this Section 7."

(f)   Proceedings. No Relevant Entity shall institute against, or cause any
      other person to institute against, or join any other person in instituting
      against Party B or the Trust any bankruptcy, reorganization, arrangement,
      insolvency or liquidation proceedings, or other proceedings under any
      federal or state bankruptcy, dissolution or similar law, for a period of
      one year and one day, or if longer the applicable preference period then
      in effect, following payment in full of the Certificates. Nothing shall
      preclude, or be deemed to stop, a Relevant Entity (i) from taking any
      action prior to the expiration of the aforementioned one year and one day
      period, or if longer the applicable preference period then in effect, in
      (A) any case or proceeding voluntarily filed or commenced by Party B or
      (B) any involuntary insolvency proceeding filed or commenced by a Person
      other than a Relevant Entity, (ii) from commencing against Party B or any
      of the Collateral any legal action which is not a bankruptcy,
      reorganization, arrangement, insolvency, moratorium, liquidation or
      similar proceeding, or (iii) from taking any action (not otherwise
      mentioned in this paragraph) which will prevent an impairment of any right
      afforded to it under the PSA as a third party beneficiary. This provision
      shall survive termination of this Agreement.

(g)   Change of Account. Section 2(b) of this Agreement is hereby amended by the
      addition of the following after the word "delivery" in the first line
      thereof:-

      "to another account in the same legal and tax jurisdiction as the original
      account"

(h)   Amendment to PSA. Party B will provide prior written notice to Party A of
      any proposed amendment or modification to the PSA and Party B will obtain
      the prior written consent of Party A (such consent not to be unreasonably
      withheld) to any such amendment or modification where such consent is
      required under the terms of the PSA.

(i)   No Set-off. Except as expressly provided for in Section 2(c) or Section
      6(e) hereof and notwithstanding any other provision of this Agreement or
      any other existing or future agreement, each party irrevocably waives any
      and all rights it may have to set off, net, recoup or otherwise withhold
      or suspend or condition payment or performance of any obligation between
      it and the other party hereunder against any obligation between it and the
      other party under any other agreements. Section 6(e) shall be amended by
      deleting the following sentence: "The amount, if any, payable in respect
      of an Early Termination Date and determined pursuant to this Section will
      be subject to any Set-off.".

(j)   Notice of Certain Events or Circumstances. Each party agrees, upon
      learning of the occurrence or existence of any event or condition that
      constitutes (or that with the giving of notice or passage of time or both
      would constitute) an Event of Default or Termination Event with respect to
      such party, promptly to give the other party notice of such event or
      condition (or, in lieu of giving notice of such event or condition in the
      case of an event or condition that with the giving of notice or passage of
      time or both would constitute an Event of Default or Termination Event
      with respect to the party, to cause such event or condition to cease to
      exist before becoming an Event of Default or Termination Event); provided
      that failure to provide notice of such event or condition pursuant to this
      Part 5(j) shall not constitute an Event of Default or a Termination Event.

(k)   Regarding Party A. Party B acknowledges and agrees that Party A has had
      and will have no involvement in and, accordingly Party A accepts no
      responsibility for: (i) the establishment, structure, or choice of assets
      of Party B; (ii) the selection of any person performing services for or
      acting on behalf of Party B; (iii) the selection of Party A as the
      counterparty; (iv) the terms of the Certificates; (v) the preparation of
      or passing on the disclosure and other information contained in any
      offering circular for the Certificates, the PSA, or any other agreements
      or documents used by Party B or any other party in connection with the
      marketing and sale of the Certificates (other than information provided in
      writing by Party A for purposes of the disclosure document relating to the
      Certificates); (vi) the ongoing operations and administration of Party B,
      including the furnishing of any information to Party B which is not
      specifically required under this Agreement; or (vii) any other aspect of
      Party B's existence.

(l)   Rating Agency Approval of Amendment. In addition to the requirements of
      Section 9, this Agreement will not be amended unless Party B shall have
      obtained satisfaction of the Rating Agency Condition with respect to each
      Rating Agency.

(m)   Jurisdiction. Section 13(b) is hereby amended by: (i) deleting in the
      second line of subparagraph (i) thereof the word "non-": and (ii) deleting
      the final paragraph thereof.

(n)   Limited Recourse. The liability of Party B in relation to this Agreement
      and any Confirmation hereunder is limited in recourse to assets of Party B
      and payments of interest proceeds and principal proceeds thereon applied
      in accordance with the terms of the PSA. Upon application of all of the
      assets of Party B (and proceeds thereon) in accordance with the PSA, Party
      A shall not be entitled to take any further steps against Party B to
      recover any sums due but still unpaid hereunder or thereunder, all claims
      in respect of which shall be extinguished. It is understood that the
      foregoing provisions shall not (i) prevent recourse against Party B for
      the sums due or to become due under any security, instrument or agreement
      which is part of Party B (subject to the priority of payments set forth in
      the PSA) or (ii) constitute a waiver, release or discharge of any
      obligation of Party B arising under this Agreement until the proceeds of
      Party B's assets have been applied in accordance with the PSA.

(o)   Waiver of Jury Trial. Each party waives, to the fullest extent permitted
      by applicable law, any right it may have to a trial by jury in respect of
      any suit, action or proceeding relating to this Agreement or any Credit
      Support Document. Each party certifies (i) that no representative, agent
      or attorney of the other party or any Credit Support Provider has
      represented, expressly or otherwise, that such other party would not, in
      the event of such a suit, action or proceeding, seek to enforce the
      foregoing waiver and (ii) acknowledges that it and the other party have
      been induced to enter into this Agreement and provide for any Credit
      Support Document, as applicable, by, among other things, the mutual
      waivers and certifications in this Section.

(q)   Consent to Recording. Each party (i) consents to the recording of the
      telephone conversations of trading and marketing personnel of the parties
      and their Affiliates in connection with this Agreement or any potential
      transaction and (ii) if applicable, agrees to obtain any necessary consent
      of, and give notice of such recording to, such personnel of it and its
      Affiliates.

(r)   Severability. If any term, provision, covenant, or condition of this
      Agreement, or the application thereof to any party or circumstance, shall
      be held to be illegal, invalid or unenforceable (in whole or in part) for
      any reason, the remaining terms, provisions, covenants and conditions
      hereof shall continue in full force and effect as if this Agreement had
      been executed with the illegal, invalid or unenforceable portion
      eliminated, so long as this Agreement as so modified continues to express,
      without material change, the original intentions of the parties as to the
      subject matter of this Agreement and the deletion of such portion of this
      Agreement will not substantially impair the respective benefits or
      expectations of the parties to this Agreement.

(s)   Escrow Payments. If (whether by reason of the time difference between the
      cities in which payments or deliveries are to be made or otherwise) it is
      not possible for simultaneous payments or deliveries to be made on any
      date on which both parties are required to make payments or deliveries
      hereunder, either party may at its option and in its sole discretion
      notify the other party (Section 2(b) of this Agreement notwithstanding)
      that payments or deliveries on that date are to be made in escrow (such
      party being the "Appointing Party"). In this case, deposit of the payment
      or delivery due earlier on that date will be made by 2:00 pm (local time
      at the place for the earlier payment or delivery) on that date with an
      escrow agent selected by the Appointing Party, accompanied by irrevocable
      payment or delivery instructions (i) to release the deposited payment or
      delivery to the intended recipient upon receipt by the escrow agent of the
      required deposit of the corresponding payment or delivery from the other
      party on the same date accompanied by irrevocable payment or delivery
      instructions to the same effect, or (ii) if the required deposit of the
      corresponding payment or delivery is not made on that same date, to return
      the payment or delivery deposited to the party that paid or delivered it
      into escrow. The Appointing Party will pay all costs of the escrow
      arrangements. The Appointing Party will bear the risk of any failure of
      the entity it nominates to be its escrow agent to fully and promptly
      perform the obligations of such escrow agent as contemplated in this Part
      5(s) Any amounts payable or deliveries to be made under this Agreement by
      the Appointing Party which are not received by the other party hereto on
      the due date will remain due and payable or to be made by the Appointing
      Party as of such date (assuming timely payment or delivery on the due date
      of amounts payable or deliveries to be made by the other party hereto).
      Any amounts or deliveries due from the other party, which have been paid
      or delivered to the escrow agent in accordance with this Part 5(s) (and
      any instructions in connection therewith given to the other party by the
      Appointing Party) shall be treated as having been paid or delivered by
      such other party and received by the Appointing Party as of the date on
      which they were paid or delivered to the Appointing Party's escrow agent.
      The Appointing Party shall cause the escrow arrangements to provide that
      the other party shall be entitled to interest on any payment due to be
      deposited first for each day in the period of its deposit at the rate
      offered by the escrow agent for that day for overnight deposits in the
      relevant currency in the office where it holds that deposited payment (at
      11:00 a.m. local time on that day) if that payment is not released by to
      the other party 5:00 p.m. local time on the date it is deposited for any
      reason other than the intended recipient's failure to make the escrow
      deposit it is required to make under this paragraph in a timely fashion.

(t)   Tax. Notwithstanding the definition of "Indemnifiable Tax" in Section 14
      of this Agreement, in relation to payments by Party A, any Tax shall be an
      Indemnifiable Tax and, in relation to payments by Party B, no Tax shall be
      an Indemnifiable Tax. Section 2(d)(ii) shall not apply to Party B as Y.

(u)   [Reserved]

(v)   Rating Agency Notifications. Notwithstanding any other provision of this
      Agreement, this Agreement shall not be amended, no Early Termination Date
      shall be effectively designated by Party B, and no transfer of any rights
      or obligations under this Agreement shall be made (other than a transfer
      of all of Party A's rights and obligations with respect to this Agreement
      in accordance with Part 5(e) above) unless each Rating Agency has been
      given prior written notice of such amendment, designation or transfer.

(w)   Applicable Rating Agency. Rating triggers and other Rating Agency-related
      provisions herein apply only for so long as that particular Rating Agency
      is rating the securities to which this Transaction applies.

(x)   Timing of Payments by Party B upon Early Termination. Notwithstanding
      anything to the contrary in Section 6(d)(ii), to the extent that all or a
      portion (in either case, the "Unfunded Amount") of any amount that is
      calculated as being due in respect of any Early Termination Date under
      Section 6(e) from Party B to Party A will be paid by Party B from amounts
      other than any upfront payment paid to Party B by any party that has
      entered into a Replacement Transaction with Party B, then such Unfunded
      Amount, together with Interest thereon, shall be due on the Business Day
      prior to the next subsequent Distribution Date following the date on which
      the payment would have been payable as determined in accordance with
      Section 6(d)(ii), and on the Business Day prior to any subsequent
      Distribution Dates until paid in full (or if such Early Termination Date
      is the final Distribution Date, on such final Distribution Date);
      provided, however, that if the date on which the payment would have been
      payable as determined in accordance with Section 6(d)(ii) is a
      Distribution Date, such payment will be payable on such Distribution Date.

(y)   Safe Harbors. Each party to this Agreement acknowledges that:

      (i) This Agreement, including any Credit Support Document, is a "master
      netting agreement" as defined in the U.S. Bankruptcy Code, as amended (the
      "Code"), and this Agreement, including any Credit Support Document, and
      each Transaction hereunder is of a type set forth in Section 561(a)(1)-(6)
      of the Code;

      (ii) Party A is a "master netting agreement participant" and/or a "swap
      participant" as defined in the Code;

      (iii) The remedies provided herein, and in any Credit Support Document,
      are the remedies referred to in Section 561(a), Sections 362(b)(6), (7),
      (17) and (27), and Section 362(o) of the Code;

      (iv) All transfers of cash, securities or other property under or in
      connection with this Agreement, any Credit Support Document or any
      Transaction hereunder are "margin payments," "settlement payments" and/or
      "transfers" under Sections 546(e), (f), (g) or (j), and under Section
      548(d)(2) of the Code; and

      (v) Each obligation under this Agreement, any Credit Support Document or
      any Transaction hereunder is an obligation to make a "margin payment,"
      "settlement payment" and/or "payment" within the meaning of Sections 362,
      560 and 561 of the Code.

(z)   Transfer to Avoid Termination Event. Section 6(b)(ii) is hereby amended
      (i) by deleting the words "or if a Tax Event Upon Merger occurs and the
      Burdened Party is the Affected Party," and the words ", which consent will
      not be withheld if such other party's policies in effect at such time
      would permit it to enter into transactions with the transferee on the
      terms proposed" and (ii) by deleting the words "to transfer" and inserting
      the words "to effect a Permitted Transfer" in lieu thereof.

(aa)  Reserved.

(bb)  Reserved.

(cc)  Compliance with Regulation AB.

      (i)Party A agrees and acknowledges that Depositor ("Depositor") is
      required under Regulation AB to disclose certain information regarding
      Party A or its group of affiliated entities, if applicable, depending on
      the aggregate "significance percentage" under this Agreement and any other
      derivative contracts between Party A or its group of affiliated entities,
      if applicable, and Party B, as calculated from time to time in accordance
      with Item 1115 of Regulation AB.

      (ii) It shall be a swap disclosure event ("Swap Disclosure Event") if, on
      any Business Day during the period for which Party B is required to file
      information with the Securities Exchange Commission pursuant to Item 1115
      of Regulation AB, Depositor requests (in writing) from Party A the
      applicable financial information described in Item 1115 of Regulation AB
      (such request to be based on a reasonable determination by Depositor, in
      good faith, that such information is required under Regulation AB as a
      result of the aggregate "significance percentage" representing 10% or
      more) (the "Swap Financial Disclosure").

      (iii) Upon the occurrence of a Swap Disclosure Event, Party A, at its own
      expense, shall (a) provide to Depositor the Swap Financial Disclosure, (b)
      secure another entity to replace Party A as party to this Agreement on
      terms substantially similar to this Agreement and subject to prior
      notification to the Rating Agencies, provided, that satisfaction of the
      Rating Agency Condition in relation to Fitch and S&P shall be required for
      any transfer of any Transactions under this clause (iii) unless such
      transfer is in connection with the assignment and assumption of this
      Agreement by such substitute counterparty without modification of its
      terms, other than the following terms: party name, dates relevant to the
      effective date of such transfer, tax representations (provided that the
      representations in Part 2(a) and Part 5(t) are not modified) and any other
      representations regarding the status of the substitute counterparty of the
      type included in Section (c) of this Part 5 and notice information (in
      which case, Party A shall provide written notice to Fitch with respect
      thereto), which entity (or a guarantor therefor) meets or exceeds the
      Hedge Counterparty Ratings Requirement and which entity is able to comply
      with the financial information disclosure requirements of Item 1115 of
      Regulation AB or (c) only if sufficient to satisfy the requirements of
      Item 1115 of Regulation AB that are applicable to Party A as determined by
      the Depositor in its sole discretion, obtain a guaranty of the Party A's
      obligations under this Agreement from an affiliate of the Party A that is
      able to comply with the financial information disclosure requirements of
      Item 1115 of Regulation AB, such that disclosure provided in respect of
      the affiliate will satisfy any disclosure requirements applicable with
      respect to the Counterparty, and cause such affiliate to provide Swap
      Financial Disclosure or (d) deliver collateral pursuant to an ISDA Credit
      Support Annex (subject to New York Law) in an amount sufficient to reduce
      the "significance percentage" (determined by the Sponsor, acting
      reasonably and in good faith) below the requirements of Item 1115(b)(1).
      If permitted by Regulation AB, any required Swap Financial Disclosure may
      be provided by incorporation by reference from reports filed pursuant to
      the Exchange Act.

      As used in this Agreement, the term "Regulation AB" means Subpart 229.1100
      - Asset Backed Securities (Regulation AB), 17 C.F.R. ss.229.1100-229.1123,
      as such regulation may be amended from time to time and subject to such
      clarification and interpretation as have been provided by the Securities
      and Exchange Commission in the adopting release (Asset-Backed Securities,
      Securities Act Release No. 33-8518, 70 Fed. Reg. 1,506, 1,531, (January 7,
      2005) or by the staff of the Securities and Exchange Commission, or as may
      be provided in writing by the Securities and Exchange Commission or its
      staff from time to time.

(dd)  Securities Administrator Capacity. It is expressly understood and agreed
      by the parties hereto that (i) this Agreement is executed and delivered by
      the Securities Administrator not in its individual or corporate capacity
      but solely as securities administrator on behalf of the Trust, in the
      exercise of the powers and authority conferred and vested in it under the
      PSA, (ii) each of the representations, undertakings and agreements herein
      made on the part of the Trust is made and intended not as personal
      representations, undertakings and agreements by the Securities
      Administrator but is made and intended for the purpose of binding only the
      Trust, (iii) nothing herein contained shall be construed as creating any
      liability on the part of the Securities Administrator, individually or
      personally, to perform any covenant either expressed or implied contained
      herein, all such liability, if any, being expressly waived by the parties
      hereto and by any Person claiming by, through or under the parties hereto
      and (iv) under no circumstances shall the Securities Administrator be
      personally liable for the payment of any indebtedness or expenses of the
      Trust or be liable for the breach or failure of any obligation,
      representation, warranty or covenant made or undertaken by the Trust under
      this Agreement or any other related documents as to all of which recourse
      shall be had solely to the assets of the Trust in accordance with the
      terms of the PSA. Notwithstanding the foregoing (or anything to the
      contrary in this Agreement), the Securities Administrator shall be liable
      for its own fraud, negligence, willful misconduct and/or bad faith.

(ee)  Capacity. Party A represents to Party B that it is entering into the
      Agreement as principal and not as agent of any person. Party B represents
      to Party A on the date on which Party B enters into this Agreement it is
      entering into the Agreement and the Transaction not in its individual
      capacity, but solely as Securities Administrator on behalf of the Trust.
      Party A is acting for its own account and with respect to Party B, the
      Securities Administrator is executing this Agreement not in its individual
      capacity, but solely as Securities Administrator on behalf of the Trust.

                  [remainder of page intentionally left blank]


<PAGE>


IN WITNESS WHEREOF, the parties have executed this document by their duly
authorized officers with effect from the date so specified on the first page
hereof.

     Credit Suisse International       Wells Fargo Bank, N.A., not in its
                                       individual capacity but solely as
                                       Securities Administrator on behalf
                                            of ABFC 2007-WMC1 Trust

By: /s/ Barry Dixon                    By: /s/ Raymond Delli Colli
   -----------------------------------    --------------------------------------
Name: Barry Dixon                      Name: Raymond Delli Colli
Title: Authorized Signatory            Title: Vice President




By: /s/ Marleen Nobile
   -----------------------------------
Name: Marleen Nobile
Title: Authorized Signatory


<PAGE>


                           CREDIT SUISSE INTERNATIONAL
                                One Cabot Square
                                 London E14 4QJ
                   Fax: 44-20-7888-2686/Phone: 44-20-7888-8888


DATE: November 05, 2007

TO:   Wells Fargo Bank, N.A., not in its individual capacity but solely as
      Securities Administrator on behalf of ABFC 2007-WMC1 Trust ("Party B")

FROM: Credit Suisse International ("Party A")

RE:   Swap Transaction

Our Reference No: External ID: 53315231N / Risk ID: 448096010

Dear Sir or Madam:

      The purpose of this letter agreement (this "Confirmation") is to confirm
the terms and conditions of the transaction entered into between us on the Trade
Date specified below (the "Transaction").

      The definitions and provisions contained in the 2006 ISDA Definitions as
published by the International Swaps and Derivatives Association, Inc. are
incorporated into this Confirmation. In the event of any inconsistency between
those definitions and provisions and this Confirmation, this Confirmation will
govern.

      This Confirmation constitutes a "Confirmation" as referred to in, and
supplements, forms part of and is subject to, the 1992 ISDA Master Agreement
dated as of November 05, 2007, as amended and supplemented from time to time
(the "Agreement") between Party A and Party B. All provisions contained in the
Agreement govern this Confirmation except as expressly modified below.

      Party A and Party B each represents to the other that it has entered into
this Swap Transaction in reliance upon such tax, accounting, regulatory, legal
and financial advice as it deems necessary and not upon any view expressed by
the other.

1.    The Swap Transaction to which this Confirmation relates is a Rate Swap
      Transaction, the terms of which are as follow:

      General Terms

      Trade Date:                           October 30, 2007

      Effective Date:                       November 05, 2007

      Termination Date:                     October 25, 2011,  subject to
                                            adjustment  in  accordance  with the
                                            Following Business Day Convention

      Notional Amount:                      See Amortization Schedule,
                                            Schedule A


      Fixed Amounts:

            Fixed Rate Payer:               Party B

            Fixed Rate Payer   Payment      The Business Day prior to each Fixed
            Dates:                          Rate Payer Period End Date

            Fixed Rate Payer Period End     The 25th day of each month of each
            Dates:                          year,  commencing on November
                                            25, 2007 to and including the
                                            Termination Date, in each case,
                                            subject to adjustment in accordance
                                            with the Following Business Day
                                            Convention, using No Adjustment of
                                            Period End Dates and No Adjustment
                                            to the Termination Date in respect
                                            of the final Fixed Rate Payer
                                            Calculation Period

            Initial Fixed Rate Payer        From and including the Effective
            Calculation Period:             Date up to but excluding  November
                                            25, 2007

            Fixed Rate                      4.48%

            Fixed Rate Day Count            30/360

            Fraction:

      Floating Amounts:

            Floating Rate Payer:            Party A

            Floating Rate Payer Payment     Each Fixed Rate Payer Payment Date
            Dates:

            Floating Rate Payer Period      The 25th day of each month of each
            End Dates:                      year, commencing on November 25,
                                            2007 to and including the
                                            Termination Date, in each case,
                                            subject to adjustment in
                                            accordance with the Following
                                            Business Day Convention

            Initial Floating Rate           From and including the Effective
            Payer Calculation Period:       Date up to but excluding November
                                            25, 2007, subject to adjustment in
                                            accordance with the Following
                                            Business Day Convention

            Floating Rate Option:           USD-LIBOR-BBA; provided, however,
                                            that in respect of the initial
                                            Calculation Period, Linear
                                            Interpolation shall apply based upon
                                            a Designated Maturity of 2 weeks and
                                            a Designated Maturity of 1 month

            Designated Maturity:            One month (except as noted above)

            Spread:                         None

            Floating Rate Day Count         Actual/360

            Fraction:

            Reset Dates:                    The first day of each Calculation
                                            Period
            Compounding:                    Inapplicable

            Business Days:                  New York

2.    Procedural Terms:

      Calculation Agent:                    Party A
      Offices:                              The Office of Party A for the Swap
                                            Transaction is London

      Account Details:

            Payments to Party A:            The Bank of New York

                                            Fed Wire ABA: 021 000 018

                                            CHIPS ABA: 001

                                            Account Number: 890-0360-968

            Payments to Party B:            Wells Fargo Bank, NA
                                            San Francisco, California
                                            ABA 121 000 248
                                            Account Number: 3970771416
                                            Account Name: Corporate Trust
                                                          Clearing
                                            FFC: 531 75301  -  ABFC 2007-WMC1
                                                 Swap Account

For the purpose of facilitating this Transaction, an Affiliate of Credit Suisse
International, which is organized in the United States of America (the "Agent"),
has acted as agent for Credit Suisse International. The Agent is not a principal
with respect to this Transaction and shall have no responsibility or liability
to the parties as a principal with respect to this Transaction.

Credit Suisse International is authorized and regulated by the Financial
Services Authority and has entered into this transaction as principal. The time
at which the above transaction was executed will be notified to Party B on
request.


<PAGE>


Please confirm that the foregoing correctly sets forth the terms and conditions
of our agreement by executing this Confirmation and returning it to us.


CREDIT SUISSE INTERNATIONAL

By: /s/ Barry Dixon
    ----------------------------------------
    Authorized Signatory

By: /s/ Marleen Nobile
    ----------------------------------------
    Authorized Signatory

Accepted and confirmed as of the Trade Date written above:

WELLS FARGO BANK, N.A., NOT IN ITS INDIVIDUAL CAPACITY BUT SOLELY AS SECURITIES
ADMINISTRATOR ON BEHALF OF ABFC 2007-WMC1 TRUST


By: /s/ Raymond Delli Colli
   -------------------------------------
     Name: Raymond Delli Colli
     Title: Vice President

     Our Reference No: External ID: 53315231N / Risk ID: 448096010


<PAGE>



SCHEDULE to the Confirmation dated as of November 05, 2007,
Re: Reference Number 53315231N/448096010

Amortization Schedule, subject to adjustment in accordance with the Following
Business Day Convention in respect of the Floating Rate Payer Calculation
Periods

    Period Date from and          Period Date to and
         including:                   Excluding           Notional Amount (USD):
--------------------------- ----------------------------- ----------------------
         11/5/2007                   11/25/2007              1,451,313,000.00
--------------------------- ----------------------------- ----------------------
        11/25/2007                   12/25/2007              1,414,788,904.00
--------------------------- ----------------------------- ----------------------
        12/25/2007                   1/25/2008               1,374,909,137.00
--------------------------- ----------------------------- ----------------------
         1/25/2008                   2/25/2008               1,332,776,100.00
--------------------------- ----------------------------- ----------------------
         2/25/2008                   3/25/2008               1,287,164,780.00
--------------------------- ----------------------------- ----------------------
         3/25/2008                   4/25/2008               1,241,207,955.00
--------------------------- ----------------------------- ----------------------
         4/25/2008                   5/25/2008               1,196,736,474.00
--------------------------- ----------------------------- ----------------------
         5/25/2008                   6/25/2008               1,153,714,914.00
--------------------------- ----------------------------- ----------------------
         6/25/2008                   7/25/2008               1,112,095,808.00
--------------------------- ----------------------------- ----------------------
         7/25/2008                   8/25/2008               1,071,833,351.00
--------------------------- ----------------------------- ----------------------
         8/25/2008                   9/25/2008               1,032,883,230.00
--------------------------- ----------------------------- ----------------------
         9/25/2008                   10/25/2008               995,189,477.00
--------------------------- ----------------------------- ----------------------
        10/25/2008                   11/25/2008               958,725,318.00
--------------------------- ----------------------------- ----------------------
        11/25/2008                   12/25/2008               923,426,087.00
--------------------------- ----------------------------- ----------------------
        12/25/2008                   1/25/2009                889,284,286.00
--------------------------- ----------------------------- ----------------------
         1/25/2009                   2/25/2009                856,226,973.00
--------------------------- ----------------------------- ----------------------
         2/25/2009                   3/25/2009                597,026,348.00
--------------------------- ----------------------------- ----------------------
         3/25/2009                   4/25/2009                257,824,793.00
--------------------------- ----------------------------- ----------------------
         4/25/2009                   5/25/2009                238,882,732.00
--------------------------- ----------------------------- ----------------------
         5/25/2009                   6/25/2009                222,587,602.00
--------------------------- ----------------------------- ----------------------
         6/25/2009                   7/25/2009                211,850,347.00
--------------------------- ----------------------------- ----------------------
         7/25/2009                   8/25/2009                204,286,961.00
--------------------------- ----------------------------- ----------------------
         8/25/2009                   9/25/2009                196,914,685.00
--------------------------- ----------------------------- ----------------------
         9/25/2009                   10/25/2009               189,944,215.00
--------------------------- ----------------------------- ----------------------
        10/25/2009                   11/25/2009               183,229,750.00
--------------------------- ----------------------------- ----------------------
        11/25/2009                   12/25/2009               176,715,992.00
--------------------------- ----------------------------- ----------------------
        12/25/2009                   1/25/2010                170,401,232.00
--------------------------- ----------------------------- ----------------------
         1/25/2010                   2/25/2010                164,183,186.00
--------------------------- ----------------------------- ----------------------
         2/25/2010                   3/25/2010                150,917,766.00
--------------------------- ----------------------------- ----------------------
         3/25/2010                   4/25/2010                138,369,369.00
--------------------------- ----------------------------- ----------------------
         4/25/2010                   5/25/2010                133,161,410.00
--------------------------- ----------------------------- ----------------------
         5/25/2010                   6/25/2010                128,574,313.00
--------------------------- ----------------------------- ----------------------
         6/25/2010                   7/25/2010                124,152,115.00
--------------------------- ----------------------------- ----------------------
         7/25/2010                   8/25/2010                119,888,684.00
--------------------------- ----------------------------- ----------------------
         8/25/2010                   9/25/2010                115,778,124.00
--------------------------- ----------------------------- ----------------------
         9/25/2010                   10/25/2010               111,814,764.00
--------------------------- ----------------------------- ----------------------
        10/25/2010                   11/25/2010               107,993,148.00
--------------------------- ----------------------------- ----------------------
        11/25/2010                   12/25/2010               104,308,026.00
--------------------------- ----------------------------- ----------------------
        12/25/2010                   1/25/2011                100,754,349.00
--------------------------- ----------------------------- ----------------------
         1/25/2011                   2/25/2011                 97,327,259.00
--------------------------- ----------------------------- ----------------------
         2/25/2011                   3/25/2011                 94,022,082.00
--------------------------- ----------------------------- ----------------------
         3/25/2011                   4/25/2011                 90,834,322.00
--------------------------- ----------------------------- ----------------------
         4/25/2011                   5/25/2011                 87,759,653.00
--------------------------- ----------------------------- ----------------------
         5/25/2011                   6/25/2011                 84,793,912.00
--------------------------- ----------------------------- ----------------------
         6/25/2011                   7/25/2011                 81,933,093.00
--------------------------- ----------------------------- ----------------------
         7/25/2011                   8/25/2011                 79,173,345.00
--------------------------- ----------------------------- ----------------------
         8/25/2011                   9/25/2011                 76,510,957.00
--------------------------- ----------------------------- ----------------------
         9/25/2011                   10/25/2011                73,942,361.00
--------------------------- ----------------------------- ----------------------


<PAGE>


                             Elections and Variables
                        to the ISDA Credit Support Annex
                          dated as of November 5, 2007
                                     between
<TABLE>
<CAPTION>
<S>                                             <C>    <C>

                                                        Wells Fargo Bank, N.A., not in its individual capacity but
      Credit Suisse International               and        solely as Securities Administrator on behalf of ABFC
                                                                       2007-WMC1 Trust (the "Trust")
_______________________________________                          _________________________________________
              ("Party A")                                                       ("Party B")
</TABLE>


Paragraph 13.

(a)   Security Interest for "Obligations".

      The term "Obligations" as used in this Annex includes the following
      additional obligations:

      With respect to Party A: None.

      With respect to Party B: None.

(b)   Credit Support Obligations.

      (i)   Delivery Amount, Return Amount and Credit Support Amount.

            (A)   "Delivery Amount" has the meaning specified in Paragraph 3(a),
                  except that:

                  (I)   the words "upon a demand made by the Secured Party on or
                        promptly following a Valuation Date" shall be deleted
                        and replaced with the words "not later than the close of
                        business on each Valuation Date";

                  (II)  the sentence beginning "Unless otherwise specified in
                        Paragraph 13" and ending "(ii) the Value as of that
                        Valuation Date of all Posted Credit Support held by the
                        Secured Party." shall be deleted in its entirety and
                        replaced with the following:

                        "The "Delivery Amount" applicable to the Pledgor for any
                        Valuation Date will equal the greatest of:

                        (1)   the amount by which (a) the S&P Credit Support
                              Amount for such Valuation Date exceeds (b) the S&P
                              Value, as of such Valuation Date, of all Posted
                              Credit Support held by the Secured Party; and

                        (2)   the amount by which (a) the Fitch Credit Support
                              Amount for such Valuation Date exceeds (b) the
                              Fitch Value, as of such Valuation Date, of all
                              Posted Credit Support held by the Secured Party";
                              and

                  (III) if, on any Valuation Date, the Delivery Amount equals or
                        exceeds the Pledgor's Minimum Transfer Amount, the
                        Pledgor will transfer to the Secured Party sufficient
                        Eligible Credit Support to ensure that, immediately
                        following such transfer, the Delivery Amount shall be
                        zero.

            (B)   "Return Amount" has the meaning specified in Paragraph 3(b),
                  except that:

                  (I)   the sentence beginning "Unless otherwise specified in
                        Paragraph 13" and ending "(ii) the Credit Support
                        Amount." shall be deleted in its entirety and replaced
                        with the following:

                        "The "Return Amount" applicable to the Secured Party for
                        any Valuation Date will equal the least of:

                        (1)   the amount by which (a) the S&P Value, as of such
                              Valuation Date, of all Posted Credit Support held
                              by the Secured Party exceeds (b) the S&P Credit
                              Support Amount for such Valuation Date; and

                        (2)   the amount by which (a) the Fitch Value, as of
                              such Valuation Date, of all Posted Credit Support
                              held by the Secured Party exceeds (b) the Fitch
                              Credit Support Amount for such Valuation Date";
                              and

                        (II)  in no event shall the Secured Party be required to
                              transfer any Posted Credit Support under Paragraph
                              3(b) if, immediately following such transfer, the
                              Delivery Amount would be greater than zero.

            (C)   Paragraph 4(b) is hereby amended by the insertion of the words
                  "(i) in respect of a Transfer pursuant to Paragraph 3(b),"
                  immediately prior to the words "if a demand for" and the
                  insertion of the words "; and (ii) in respect of a Transfer
                  pursuant to Paragraph 3(a), the relevant Transfer will be made
                  not later than the close of business on the Local Business Day
                  following the Valuation Date" immediately prior to the period.

            (D)   The term "Credit Support Amount" shall not apply.

            (E)   S&P Credit Support Amount means, for any Valuation Date:

                  (i)   if the S&P Threshold for such Valuation Date is zero and
                        an S&P Ratings Event has not been continuing 10 Local
                        Business Days, an amount equal to the Secured Party's
                        Exposure;

                  (ii)  if the S&P Threshold for such Valuation Date is zero and
                        an S&P Ratings Event has been continuing for at least 10
                        Local Business Days, an amount equal to 125% of the
                        Secured Party's Exposure; or

                  (iii) if the S&P Threshold is infinity, zero.

            (F)   Fitch Credit Support Amount means, for any Valuation Date:

                  (i)   if the Fitch Threshold for such Valuation Date is zero,
                        an amount equal to the sum of (1) Secured Party's
                        Exposure and (2) the sum, for each Transaction to which
                        this Annex relates, of the product of (a) the related
                        Fitch Volatility Buffer for such Transaction and (b) the
                        Notional Amount of such Transaction for the Calculation
                        Period of such Transaction which includes such Valuation
                        Date;

                  (ii)  if the Fitch Threshold is infinity, zero.

            (G)   Certain definitions:

                  S&P Value means, on any date and with respect to any Eligible
                  Collateral, the product of (x) the bid price obtained by the
                  Valuation Agent for such Eligible Collateral, or, in the case
                  of Cash, the amount thereof, and (y) the S&P Valuation
                  Percentage for such Eligible Collateral set forth in Paragraph
                  13(b)(ii)(A).

                  Fitch Value means, subject to Paragraph 13(c)(v), on any date
                  and with respect to any Eligible Collateral other than Cash,
                  the product of (x) the bid price obtained by the Valuation
                  Agent for such Eligible Collateral and (y) the Fitch Valuation
                  Percentage for such Eligible Collateral set forth in Paragraph
                  13(b)(ii)(B).

(ii)  Eligible Collateral. On any date, the following items will qualify as
      "Eligible Collateral" for Party A (all Eligible Collateral to be
      denominated in USD):

      (A)   Valuation Percentage S&P

<TABLE>
<CAPTION>
<S>                                                                                 <C>                 <C>
                  ----------------------------------------------------------------- ------------------- -------------
                                                                                            S&P
                                            Instrument                               Collateralization   S&P Ratings
                                                                                           Event            Event
                  ----------------------------------------------------------------- ------------------- -------------

                  ----------------------------------------------------------------- ------------------- -------------
                  (i)      Cash                     100%             80%
                  ----------------------------------------------------------------- ------------------- -------------

                  ----------------------------------------------------------------- ------------------- -------------

                  (ii)     Coupon-bearing negotiable debt obligations issued
                           98.0% 78.4% after  18 July  1984 by the  U.S.
                           Treasury Department having a residual maturity on
                           such date of less than 5 years
                  ----------------------------------------------------------------- ------------------- -------------

                  ----------------------------------------------------------------- ------------------- -------------
                  (iii)    Coupon-bearing   negotiable  debt  obligations   issued        92.6%            74.1%
                           after  18 July  1984 by the  U.S.  Treasury  Department
                           having a  residual  maturity  on such date  equal to or
                           greater than 5 years but less than or equal to 10 years
                  ----------------------------------------------------------------- ------------------- -------------
</TABLE>

                  S&P Valuation Percentage means, with respect to a Valuation
                  Date and each instrument in the above table (i) so long as the
                  S&P Threshold for such Valuation Date is zero and an S&P
                  Ratings Event has not been continuing for 10 Local Business
                  Days, the corresponding percentage for such instrument in the
                  column headed "S&P Collateralization Event" or (ii) so long as
                  the S&P Threshold for such Valuation Date is zero and an S&P
                  Ratings Event has been continuing for at least 10 Local
                  Business Days, the corresponding percentage in the column
                  headed "S&P Ratings Event."

                  (B)      Valuation Percentage Fitch
<TABLE>
<CAPTION>
<S>                                                                                  <C>
                  ----------------------------------------------------------------- -------------------
                                                                                          Fitch

                                             Instrument                                 Valuation

                                                                                        Percentage
                  ----------------------------------------------------------------- -------------------

                  ----------------------------------------------------------------- -------------------
                  (i)      Cash                                                           100%

                  ----------------------------------------------------------------- -------------------

                  ----------------------------------------------------------------- -------------------
                  (ii)     Negotiable debt obligations issued after 18 July 1984          98.0%
                           by the U.S. Treasury Department having a residual
                           maturity on such date of less than 1 year
                  ----------------------------------------------------------------- -------------------

                  ----------------------------------------------------------------- -------------------
                  (iii)    Coupon-bearing negotiable debt obligations issued              98.0%
                           after 18 July 1984 by the U.S. Treasury Department
                           having a residual maturity on such date equal to or
                           greater than 1 year but less than 5 years
                  ----------------------------------------------------------------- -------------------

                  ----------------------------------------------------------------- -------------------
                  (iv)     Coupon-bearing negotiable debt obligations issued              92.6%
                           after 18 July 1984 by the U.S. Treasury Department
                           having a residual maturity on such date equal to or
                           greater than 5 years but less than 10 years
                  ----------------------------------------------------------------- -------------------
</TABLE>

                  Fitch Valuation Percentage means, with respect to a Valuation
                  Date and each instrument in the above table, the corresponding
                  percentage for such instrument in the column headed "Fitch
                  Valuation Percentage."

(iii) Other Eligible Support. None.

(iv)  Thresholds.

      (A)   "Independent Amount" means with respect to Party A: Not applicable.

            "Independent Amount" means with respect to Party B: Not applicable.

      (B)   "S&P Threshold" means, with respect to Party A and any Valuation
            Date, if an S&P Collateralization Event has occurred and is
            continuing and such Collateralization Event, has been continuing for
            at least 10 Local Business Days or since this Annex was executed,
            zero; otherwise, infinity or if an S&P Ratings Event has occurred
            and has been continuing for at least 10 Local Business Days, zero;
            otherwise, infinity.

      (C)   "Fitch Threshold" means, with respect to Party A and any Valuation
            Date, if a Fitch Collateralization Event has been continuing for at
            least 10 local Business Days or since this Annex was executed, zero;
            otherwise, infinity or if a Fitch Ratings Event has occurred and has
            been continuing for at least 10 Local Business Days, zero;
            otherwise, infinity.

      (D)   "Minimum Transfer Amount" means USD 100,000 with respect to Party A
            and Party B; provided, however, that if the aggregate Outstanding
            Principal Balance of the Certificates rated by S&P ceases to be more
            than USD 50,000,000, the "Minimum Transfer Amount" shall be USD
            50,000.

      (E)   Rounding. The Delivery Amount will be rounded up to the nearest
            integral multiple of USD 10,000. The Return Amount will be rounded
            down to the nearest integral multiple of USD 1,000.

(c)   Valuation and Timing.

      (i)   "Valuation Agent" means the Calculation Agent. Calculations by the
            Valuation Agent will be made by reference to commonly accepted
            market sources.

      (ii)  "Valuation Date" means any Local Business Day on which any of the
            S&P Threshold or the Fitch Threshold is zero.

      (iii) "Valuation Time" means the close of business in the city of the
            Valuation Agent on the Local Business Day before the Valuation Date
            or date of calculation, as applicable, provided that the
            calculations of S&P Value and Fitch Value and Exposure will be made
            as of approximately the same time on the same date.

      (iv)  "Notification Time" means 4:00 p.m., London time, on a Local
            Business Day.

      (v)   External Verification. Notwithstanding anything to the contrary in
            the definitions of Valuation Agent or Valuation Date, at any time at
            which no Relevant Entity has credit ratings from Fitch at least
            equal to (i) a long-term unsecured and unsubordinated debt rating
            from Fitch of "BBB+" and (ii) a short-term unsecured and
            unsubordinated debt rating from Fitch of "F2", the Valuation Agent
            shall (A) calculate the Fitch Value of Posted Credit Support and the
            Secured Party's Exposure on each Valuation Date based on internal
            marks and (B) verify such calculations with external marks monthly
            by obtaining on the last Local Business Day of each month one
            external mark for each Transaction to which this Annex relates and
            for all Posted Credit Support. Each external mark in respect of a
            Transaction shall be obtained from an independent Reference
            Market-maker that would be eligible and willing to enter into such
            Transaction in place of Party A, provided that an external mark may
            not be obtained from the same Reference Market-maker more than four
            times in any annual period. The Valuation Agent shall obtain these
            external marks directly or through an independent third party, in
            either case at no cost to Party B. The Valuation Agent shall
            calculate on each Valuation Date (for purposes of this paragraph,
            the last Local Business Day in each month shall be considered a
            Valuation Date) the Secured Party's Exposure and the Fitch Value of
            Posted Collateral based on the greater of the Valuation Agent's
            internal marks and the external mark received.

(d)   Conditions Precedent and Secured Party's Rights and Remedies.

      No events shall constitute a "Specified Condition."

(e)   Substitution.

      (i)   "Substitution Date" has the meaning specified in Paragraph 4(d)(ii).

      (ii)  Consent. The Pledgor must obtain the Secured Party's prior consent
            to any substitution pursuant to Paragraph 4(d) and shall give to the
            Secured Party not less than two (2) Local Business Days' notice
            thereof specifying the items of Posted Credit Support intended for
            substitution.

(f)   Dispute Resolution.

      (i)   "Resolution Time" means 4:00 p.m. London time on the Local Business
            Day following the date on which the notice of the dispute is given
            under Paragraph 5.

      (ii)  Value. For the purpose of Paragraphs 5(i)(C) and 5(ii), on any date,
            the S&P Value or Fitch Value, as applicable, of Eligible Collateral
            and Posted Collateral will be calculated as follows:

            (A)   with respect to any Cash; the amount thereof; and

            (B)   with respect to any Eligible Collateral comprising securities;
                  the sum of (a)(x) the last bid price on such date for such
                  securities on the principal national securities exchange on
                  which such securities are listed, multiplied by the applicable
                  S&P Valuation Percentage or Fitch Valuation Percentage, as the
                  case may be, or (y) where any such securities are not listed
                  on a national securities exchange, the bid price for such
                  securities quoted as at the close of business on such date by
                  any principal market maker for such securities chosen by the
                  Valuation Agent, multiplied by the applicable S&P Valuation
                  Percentage or Fitch Valuation Percentage, as the case may be,
                  or (z) if no such bid price is listed or quoted for such date,
                  the last bid price listed or quoted (as the case may be), as
                  of the day next preceding such date on which such prices were
                  available; multiplied by the applicable S&P Valuation
                  Percentage or Fitch Valuation Percentage, as the case may be;
                  plus (b) the accrued interest on such securities (except to
                  the extent that such interest shall have been paid to the
                  Pledgor pursuant to Paragraph 6(d)(ii) or included in the
                  applicable price referred to in subparagraph (a) above) as of
                  such date.

      (iii) Alternative. The provisions of Paragraph 5 will apply, provided that
            the obligation of the appropriate party to deliver the undisputed
            amount to the other party will not arise prior to the time that
            would otherwise have applied to the Transfer pursuant to, or deemed
            made, under Paragraph 3 if no dispute had arisen.

(g)   Holding and Using Posted Collateral.

      (i)   Eligibility to Hold Posted Collateral; Custodians:

            The Securities Administrator will be entitled to hold Posted
            Collateral pursuant to Paragraph 6(b). If at any time the Securities
            Administrator does not have a short-term unsecured and
            unsubordinated debt rating of "A-1" from S&P, or if there is no
            short-term rating, a long-term rating of "A+", the Securities
            Administrator shall, within 60 calendar days of such rating
            downgrade, be replaced as custodian by an entity with a short-term
            unsecured and unsubordinated debt rating of at least "A-1" from S&P
            (or if there is no short-term rating, a long-term rating of "A+").

      (ii)  Use of Posted Collateral. The provisions of Paragraph 6(c) will not
            apply to Party B; provided, however, that if Party A delivers Posted
            Collateral in book-entry form, then Paragraph 6(c)(ii) will apply to
            Party B and its Custodian, and Party B and its Custodian shall have
            the rights specified in Paragraph 6(c)(ii).

(h)   Distributions and Interest Amount.

      (i)   Interest Rate. The "Interest Rate" will be the annualized rate of
            return actually achieved on Posted Collateral in the form of Cash
            during the relevant Interest Period.

      (ii)  Transfer of Interest Amount. The Transfer of the Interest Amount
            will be made on any Local Business Day on which Posted Collateral in
            the form of Cash is Transferred to the Pledgor pursuant to Paragraph
            3(b), provided that such Interest Amount has been received prior
            thereto.

      (iii) Alternative to Interest Amount. The provisions of Paragraph 6(d)(ii)
            will apply.

(i)   Additional Representation(s).

      There are no additional representations by either party.

(j)   Demands and Notices.

      All demands, specifications and notices under this Annex will be made
      pursuant to the Notices Section of this Agreement, save that any demand,
      specification or notice:

      (i)   shall be given to or made at the following addresses:

      If to Party A:

                  Address:          One Cabot Square
                                    London E14 4QJ
                                    England

                  Telephone:        44 20 7888 3083
                  Facsimile:        44 20 7883 7987
                  Attention:        Collateral Management Unit

      If to Party B:

                  As set forth in Part 4(a) of the Schedule;

      or at such other address as the relevant party may from time to time
      designate by giving notice (in accordance with the terms of this
      paragraph) to the other party;

            (ii)  shall (unless otherwise stated in this Annex) be deemed to be
                  effective at the time such notice is actually received unless
                  such notice is received on a day which is not a Local Business
                  Day or after the Notification Time on any Local Business Day
                  in which event such notice shall be deemed to be effective on
                  the next succeeding Local Business Day.

(k)   Address for Transfers.

      Party A: To be notified to Party B by Party A at the time of the request
      for the Transfer.

      Party B: To be notified to Party A by Party B at the time of the request
      for the Transfer.

(l)   Other Provisions.

      (i)   Additional Definitions

            As used in this Annex:

            "Equivalent Collateral" means, with respect to any security
            constituting Posted Collateral, a security of the same issuer and,
            as applicable, representing or having the same class, series,
            maturity, interest rate, principal amount or liquidation value and
            such other provisions as are necessary for that security and the
            security constituting Posted Collateral to be treated as equivalent
            in the market for such securities;

            "Exposure" has the meaning specified in Paragraph 10 except that, at
            the end of the definition of Exposure, the words "with terms that
            are, in all material respects, no less beneficial for Party B than
            those of this Agreement" shall be added.

            "Local Business Day" means: (i) any day on which commercial banks
            are open for business (including dealings in foreign exchange and
            foreign currency deposits) in London, and (ii) in relation to a
            Transfer of Eligible Collateral, a day on which the clearance system
            agreed between the parties for the delivery of Eligible Collateral
            is open for acceptance and execution of settlement instructions (or
            in the case of a Transfer of Cash or other Eligible Collateral for
            which delivery is contemplated by other means, a day on which
            commercial banks are open for business (including dealings for
            foreign exchange and foreign currency deposits) in New York and such
            other places as the parties shall agree);

            "Remaining Weighted Average Maturity" means, with respect to a
            Transaction, the expected weighted average maturity for such
            Transaction as determined by the Valuation Agent; and

      (ii)  Events of Default

            Paragraph 7 will not apply to cause any Event of Default to exist
            with respect to Party B except that Paragraph 7(i) will apply to
            Party B solely in respect of Party B's obligations under Paragraph
            3(b) of the Credit Support Annex. Notwithstanding anything to the
            contrary in Paragraph 7, any failure by Party A to comply with or
            perform any obligation to be complied with or performed by Party A
            under the Credit Support Annex shall only be an Event of Default if
            a Fitch Ratings Event has occurred and is continuing and at least 30
            calendar days have elapsed since such Fitch Ratings Event first
            occurred.

      (iii) Return of Fungible Securities

            In lieu of returning to the Pledgor pursuant to Paragraphs 3(b),
            4(d), 5 and 8(d) any Posted Collateral comprising securities the
            Secured Party may return Equivalent Collateral.

      (iv)  Covenants of the Pledgor

            So long as the Agreement is in effect, the Pledgor covenants that it
            will keep the Posted Collateral free from all security interests or
            other encumbrances created by the Pledgor, except the security
            interest created hereunder and any security interests or other
            encumbrances created by the Secured Party; and will not sell,
            transfer, assign, deliver or otherwise dispose of, or grant any
            option with respect to any Posted Collateral or any interest
            therein, or create, incur or permit to exist any pledge, lien,
            mortgage, hypothecation, security interest, charge, option or any
            other encumbrance with respect to any Posted Collateral or any
            interest therein, without the prior written consent of the Secured
            Party.

      (v)   No Counterclaim

            A party's rights to demand and receive the Transfer of Eligible
            Collateral as provided hereunder and its rights as Secured Party
            against the Posted Collateral or otherwise shall be absolute and
            subject to no counterclaim, set-off, deduction or defense in favor
            of the Pledgor except as contemplated in Sections 2 and 6 of the
            Agreement and Paragraph 8 of this Annex.

      (vi)  Security and Performance

            Eligible Collateral Transferred to the Secured Party constitutes
            security and performance assurance without which the Secured Party
            would not otherwise enter into and continue any and all
            Transactions.

      (vii) Agreement as to Single Secured Party and Pledgor

            Party A and Party B agree that, notwithstanding anything to the
            contrary in the recital to this Annex, Paragraph 1(b), Paragraph 2
            or the definitions in Paragraph 12, (a) the term "Secured Party" as
            used in this Annex means only Party B, (b) the term "Pledgor" as
            used in this Annex means only Party A, (c) only Party A makes the
            pledge and grant in Paragraph 2, the acknowledgment in the final
            sentence of Paragraph 8(a) and the representations in Paragraph 9
            and (d) only Party A will be required to make Transfers of Eligible
            Credit Support hereunder.

      (viii) Expenses.

            Notwithstanding Paragraph 10(a), the Pledgor will be responsible
            for, and will reimburse the Secured Party for, all transfer costs
            involved in the Transfer of Eligible Collateral from the Pledgor to
            the Secured Party (or any agent or custodian for safekeeping of the
            Secured Party) or from the Secured Party (or any agent or custodian
            for safekeeping of the Secured Party ) to the Pledgor pursuant to
            paragraph 4(d).

      (ix)  "Fitch Volatility Buffer" means, for any Transaction, the related
            percentage set forth in the following table:
<TABLE>
<CAPTION>
<S>                                     <C>      <C>      <C>      <C>      <C>     <C>      <C>      <C>
            --------------------------- -------- -------- -------- -------- ------- -------- -------- --------
            Remaining Weighted          1        2        3        4        5       6        7        8
            Average Maturity of such
            Transaction (years)
            --------------------------- -------- -------- -------- -------- ------- -------- -------- --------
            Volatility Buffer: %        0.8      1.7      2.5      3.3      4.0     4.7      5.3      5.9
            --------------------------- -------- -------- -------- -------- ------- -------- -------- --------
            --------------------------- --------- --------- --------- ---------- --------- --------- ---------
            Remaining Weighted          9         10        11        12         13        14        15 or
            Average Maturity of such                                                                 more
            Transaction (years)
            --------------------------- --------- --------- --------- ---------- --------- --------- ---------
            Volatility Buffer: %        6.5       7.0       7.5       8.0        8.5       9.0       9.5
            --------------------------- --------- --------- --------- ---------- --------- --------- ---------
</TABLE>

      (x)   "Remaining Weighted Average Maturity" means, with respect to a
            Transaction, the expected weighted average maturity for such
            Transaction as determined by the Valuation Agent.

      (xi)  [Reserved]

      (xii) Calculation of Value. Paragraph 4(c) is hereby amended by deleting
            the word "Value" and inserting in lieu thereof "S&P Value, Fitch
            Value". Paragraph 4(d)(ii) is hereby amended by (A) deleting the
            words "a Value" and inserting in lieu thereof "an S&P Value and a
            Fitch Value" and (B) deleting the words "the Value" and inserting in
            lieu thereof "S&P Value and Fitch Value". Paragraph 5 (flush
            language) is hereby amended by deleting the word "Value" and
            inserting in lieu thereof "S&P Value or Fitch Value". Paragraph 5(i)
            (flush language) is hereby amended by deleting the word "Value" and
            inserting in lieu thereof "S&P Value and Fitch Value". Paragraph
            5(i)(C) is hereby amended by deleting the word "the Value, if" and
            inserting in lieu thereof "any one or more of the S&P Value or Fitch
            Value, as may be". Paragraph 5(ii) is hereby amended by (1) deleting
            the first instance of the words "the Value" and inserting in lieu
            thereof "any one or more of the S&P Value or Fitch Value" and (2)
            deleting the second instance of the words "the Value" and inserting
            in lieu thereof "such disputed S&P Value or Fitch Value". Each of
            Paragraph 8(b)(iv)(B) and Paragraph 11(a) is hereby amended by
            deleting the word "Value" and inserting in lieu thereof "least of
            the S&P Value and Fitch Value."


<PAGE>


<TABLE>
<CAPTION>
<S>                                                     <C>
                                                          Wells Fargo Bank, N.A., not in its individual capacity
                                                         but solely as Securities Administrator on behalf of ABFC
             Credit Suisse International                                     2007-WMC1 Trust

By: /s/ Barry Dixon                                     By: /s/ Raymond Delli Colli
   ---------------------------------------------------     ----------------------------------------------------
Name: Barry Dixon                                       Name: Raymond Delli Colli
Title: Authorized Signatory                             Title: Vice President


By: /s/ Marleen Nobile
   ---------------------------------------------------
Name: Marleen Nobile
Title: Authorized Signatory
</TABLE>