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



                                    FORM 10-K


  (Mark one)

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

      OR



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


       Commission file number:  333-125422-44

       Bear Stearns Asset Backed Securities I Trust 2006-AC2
       (exact name of issuing entity as specified in its charter)

       Bear Stearns Asset Backed Securities I LLC.
       (exact name of the depositor as specified in its charter)

       EMC Mortgage Corporation
       (exact name of the sponsor as specified in its charter)


  New York                                          54-2195422
  (State or other jurisdiction of                   54-2195423
  incorporation or organization)                    54-2195424
                                                    54-2197863
                                                    54-2197864
                                                    (I.R.S. Employer
                                                    Identification No.)


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


  Registrant's telephone number, including area code: (410) 884-2000


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

        NONE.


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

        NONE.


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

        Yes  ___     No  X


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

        Yes  ___     No  X


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

        Yes  X       No  ___


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

        Not applicable.


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


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


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

        Yes  ___     No  X


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

        Not applicable.


     Documents Incorporated by Reference

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

        Not applicable.


                                   PART I
  Item 1.  Business.

            Omitted.


  Item 1A.  Risk Factors.

            Omitted.


  Item 1B.  Unresolved Staff Comments.

            None.


  Item 2.  Properties.

            Omitted.


  Item 3.  Legal Proceedings.

            Omitted.


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

            Omitted.


                                PART II

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

            Omitted.


  Item 6.  Selected Financial Data.

            Omitted.


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

            Omitted.


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

            Omitted.


  Item 8.  Financial Statements and Supplementary Data.

            Omitted.


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

            Omitted.


  Item 9A. Controls and Procedures.

            Omitted.


  Item 9A(T). Controls and Procedures.

            Omitted.


  Item 9B. Other Information.

            None.


                                PART III

  Item 10. Directors, Executive Officers and Corporate Governance.

            Omitted.


  Item 11. Executive Compensation.

            Omitted.

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

            Omitted.


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

            Omitted.


  Item 14. Principal Accounting Fees and Services.

            Omitted.



                ADDITIONAL DISCLOSURE ITEMS FOR REGULATION AB

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

            No single obligor represents more than 10% of the pool assets held
            by this transaction.


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



           None.



  Item 1117 of Regulation AB, Legal Proceedings.

            The registrant knows of no material pending legal proceedings
            involving the Trust and all parties related to such Trust, other
            than routine litigation incidental to the duties of those respective
            parties.



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


            On February 9, 2007, Bear Stearns Residential Mortgage Corporation,
            a wholly owned subsidiary of The Bear Stearns Companies Inc. and an
            affiliate of the Registrant, acquired certain assets used in the
            subprime wholesale mortgage banking division of Performance Credit
            Corporation (formerly known as Encore Credit Corp.) ("PCC"), a
            California corporation that, until February 9, 2007, originated and
            purchased one-to four-family residential mortgage loans offered to
            borrowers with a particular emphasis on "nonconforming" borrowers
            who generally do not satisfy the credit, collateral, documentation
            or other standards required by conventional mortgage lenders and
            loan buyers.


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


            Pursuant to  Instruction 2 to Item 1122,  this report on Form 10-K
            does not contain and is not required to contain the Item 1122
            assessment and attestation of compliance for Waterfield Mortgage
            Company Incorporated ("Waterfield"),  as a servicer  of 5% or less
            of the  pool  assets  for the  Bear Stearns Asset Backed Securities
            I Trust 2006-AC2. Waterfield effectively ceased to operate as a
            going concern on October 16, 2006, at  which  time  it  also  ceased
            all  servicing  and  subservicing  functions. Waterfield's
            servicing and subservicing  functions for loans in the transaction
            were  transferred  to a successor  servicer or servicers  prior to
            October 2006. Although  Waterfield  contractually  agreed to
            provide an 1122  assessment  and attestation of compliance as
            Servicer in this transaction, it did not deliver them before
            ceasing its operations.


            The servicing criteria have been completed within the manner stated
            in the governing documents and are attached hereto under Item 15.

            The 1122 statements for Wells Fargo Bank, National Association
            (Corporate Trust Services) has disclosed material noncompliance with
            criterion 1122(d)(3)(i), as applicable to the Company during the
            twelve months ended December 31, 2006. Certain monthly investor or
            remittance reports included errors in the calculation and/or the
            reporting of delinquencies for the pool assets.


            The 1122 statements for Wells Fargo Bank, N.A. (servicer) has
            disclosed the following instances of material noncompliance with
            certain servicing criteria applicable to the Company during the year
            ended December 31, 2006:

            1. 1122(d)(3)(i) - Delinquency Reporting - The Company provided
               incomplete data to some third parties who use such data to
               calculate delinquency ratios and determine the status of loans
               with respect to bankruptcy, foreclosure or real estate owned.
               Instead of the actual due date being provided for use in
               calculating delinquencies, the date of the first payment due to
               the security was provided.

            2. 1122(d)(4)(vii) - Notification of Intent to Foreclose - The
               Company, as required by certain servicing agreements, did not
               provide investors with prior notification of intent to foreclose.



  Item 1123 of Regulation AB, Servicer Compliance Statement.


            The servicer compliance statements have been completed within the
            manner stated in the governing documents and are attached hereto
            under Item 15.




                                PART IV


  Item 15. Exhibits, Financial Statement Schedules.

     (a) Exhibits

    (4.1) Pooling and Servicing Agreement, dated as of February 1, 2006, among
          Bear Stearns Asset Backed Securities I LLC, as depositor, EMC Mortgage
          Corporation, as sponsor and as company, Wells Fargo Bank, National
          Association, as master servicer and securities administrator and U.S.
          Bank National Association, as trustee (As previously filed on Form 8-K
          filed on March 15, 2006 and is hereby incorporated by reference into
          this report on Form 10-K).


   (10.1) Terms Agreement, dated February 28, 2006, between Bear, Stearns & Co.
          Inc., as underwriter and Bear Stearns Assets Backed Securities I LLC,
          as depositor, relating to the Underwriting Agreement, dated February
          17, 2006, between Bear, Stearns & Co. Inc., as underwriter and Bear
          Stearns Assets Backed Securities I LLC, as depositor (As previously
          filed on Form 8-K filed on March 15, 2006 and is hereby incorporated
          by reference into this report on Form 10-K).

   (10.2) Assignment,  Assumption and Recognition  Agreement made as of February
          28, 2006, among EMC Mortgage Corporation (the  "Assignor"),  U.S. Bank
          National  Association,  not individually but solely as trustee for the
          holders of the Bear  Stearns  Asset  Backed  Securities  I  Trust
          2006-AC2,  Asset-Backed  Certificates,   Series  2006-AC2  (the
          "Assignee") and HSBC Mortgage Corporation (USA) (the "Company")

   (10.3) Assignment,  Assumption and Recognition  Agreement,  dated as of
          February 28, 2006, by EMC Mortgage Corporation,  a Delaware
          corporation (the "Assignor"),  U.S. Bank National Association,  not
          individually but solely as trustee for the holders of Bear Stearns
          Asset Backed Securities I Trust 2006-AC2,  Asset-Backed  Certificates,
          Series 2006-AC2 (the "Assignee") and Wells Fargo Bank, N.A.
          (the "Company").

   (10.4) Assignment,  Assumption  and  Recognition  Agreement made as of
          February 28, 2006,  among EMC Mortgage  Corporation (the "Assignor"),
          U.S. Bank National  Association,  not individually but solely as
          trustee for the holders of Bear Stearns Asset Backed Securities I
          Trust 2006-AC2,  Asset-Backed Certificates,  Series 2006-AC2
          (the Assignee") and Savannah Bank, NA dba Harbourside Mortgage
          Corporation (the "Company").


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

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

<TABLE>
<CAPTION>

  <c>
      a) American Home Mortgage Servicing, Inc., as Servicer <F2>
      b) Assurant Inc. as Sub-Contractor for EMC Mortgage Corporation <F1>
      c) EMC Mortgage Corporation, as Servicer <F1>
      d) First American Real Estate Solutions of Texas, L.P. as Sub-Contractor for HSBC Mortgage Corporation, USA <F2>
      e) Harborside Mortgage Corporation, as Servicer <F2>
      f) HSBC Mortgage Corporation, USA, as Servicer <F2>
      g) LandAmerica Tax and Flood Services as Sub-Contractor for EMC Mortgage Corporation <F1>
      h) Regulus Group LLC as Sub-Contractor for Wells Fargo Bank, N.A. <F1>
      i) Waterfield Mortgage Company, Incorporated, as Servicer <F2>
      j) Wells Fargo Bank, N.A., as Servicer <F1>
      k) Wells Fargo Bank, N.A., as Master Servicer <F1>
      l) Wells Fargo Bank, N.A., as Securities Administrator <F1>
      m) Wells Fargo Bank, N.A., as Custodian <F1>
      n) ZC Sterling Insurance Agency, Inc. as Sub-Contractor for Wells Fargo Bank, N.A. <F1>
</TABLE>

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

<TABLE>
<CAPTION>
      
        <c>
      a) American Home Mortgage Servicing, Inc., as Servicer <F2>
      b) Assurant Inc. as Sub-Contractor for EMC Mortgage Corporation <F1>
      c) EMC Mortgage Corporation, as Servicer <F1>
      d) First American Real Estate Solutions of Texas, L.P. as Sub-Contractor for HSBC Mortgage Corporation, USA <F2>
      e) Harborside Mortgage Corporation, as Servicer <F2>
      f) HSBC Mortgage Corporation, USA, as Servicer <F2>
      g) LandAmerica Tax and Flood Services as Sub-Contractor for EMC Mortgage Corporation <F1>
      h) Regulus Group LLC as Sub-Contractor for Wells Fargo Bank, N.A. <F1>
      i) Waterfield Mortgage Company, Incorporated, as Servicer <F2>
      j) Wells Fargo Bank, N.A., as Servicer <F1>
      k) Wells Fargo Bank, N.A., as Master Servicer <F1>
      l) Wells Fargo Bank, N.A., as Securities Administrator <F1>
      m) Wells Fargo Bank, N.A., as Custodian <F1>
      n) ZC Sterling Insurance Agency, Inc. as Sub-Contractor for Wells Fargo Bank, N.A. <F1>
      </TABLE>

     (35) Servicer compliance statement.

      <TABLE>
<CAPTION>
      
         <c>
      a) American Home Mortgage Servicing, Inc., as Servicer <F3>
      b) Assurant Inc. as Sub-Contractor for EMC Mortgage Corporation  <F4>
      c) EMC Mortgage Corporation, as Servicer <F1>
      d) First American Real Estate Solutions of Texas, L.P. as Sub-Contractor for HSBC Mortgage Corporation, USA  <F4>
      e) Harborside Mortgage Corporation, as Servicer <F3>
      f) HSBC Mortgage Corporation, USA, as Servicer <F3>
      g) LandAmerica Tax and Flood Services as Sub-Contractor for EMC Mortgage Corporation  <F4>
      h) Regulus Group LLC as Sub-Contractor for Wells Fargo Bank, N.A.  <F4>
      i) Waterfield Mortgage Company, Incorporated, as Servicer <F3>
      j) Wells Fargo Bank, N.A., as Servicer <F1>
      k) Wells Fargo Bank, N.A., as Master Servicer <F1>
      l) Wells Fargo Bank, N.A., as Securities Administrator <F1>
      m) Wells Fargo Bank, N.A., as Custodian <F4>
      n) ZC Sterling Insurance Agency, Inc. as Sub-Contractor for Wells Fargo Bank, N.A.  <F4>
      </TABLE>

   (b) Not applicable.

   (c) Omitted.


   Filed herewith.

   The Servicing Participant serviced less than 5% of the deal and is
       not required under Regulation AB to provide such documentation.

  <F3> The Servicing Participant serviced less than 10% of the deal and is
       not required under Regulation AB to provide such documentation.

   <F4> The Servicing Participant of the deal is not required under Regulation
       AB to provide such documentation.


                                SIGNATURES

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



    Bear Stearns Asset Backed Securities I Trust 2006-AC2
    (Issuing Entity)

    Wells Fargo Bank, N.A.
    (Master Servicer)

    /s/ Dawn Hammond
    Dawn Hammond, Vice President

    Date: April 1, 2007


  Exhibit Index

  Exhibit No.

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

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



<TABLE>
<CAPTION>
      
         <c>
      b) Assurant Inc. as Sub-Contractor for EMC Mortgage Corporation
      c) EMC Mortgage Corporation, as Servicer
      g) LandAmerica Tax and Flood Services as Sub-Contractor for EMC Mortgage Corporation
      h) Regulus Group LLC as Sub-Contractor for Wells Fargo Bank, N.A.
      j) Wells Fargo Bank, N.A., as Servicer
      k) Wells Fargo Bank, N.A., as Master Servicer
      l) Wells Fargo Bank, N.A., as Securities Administrator
      m) Wells Fargo Bank, N.A., as Custodian
      n) ZC Sterling Insurance Agency, Inc. as Sub-Contractor for Wells Fargo Bank, N.A.
      </TABLE>

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

<TABLE>
<CAPTION>
      
        <c>
      b) Assurant Inc. as Sub-Contractor for EMC Mortgage Corporation
      c) EMC Mortgage Corporation, as Servicer
      g) LandAmerica Tax and Flood Services as Sub-Contractor for EMC Mortgage Corporation
      h) Regulus Group LLC as Sub-Contractor for Wells Fargo Bank, N.A.
      j) Wells Fargo Bank, N.A., as Servicer
      k) Wells Fargo Bank, N.A., as Master Servicer
      l) Wells Fargo Bank, N.A., as Securities Administrator
      m) Wells Fargo Bank, N.A., as Custodian
      n) ZC Sterling Insurance Agency, Inc. as Sub-Contractor for Wells Fargo Bank, N.A.
      </TABLE>

     (35) Servicer compliance statement.

      <TABLE>
<CAPTION>
      
         <c>
      c) EMC Mortgage Corporation, as Servicer
      j) Wells Fargo Bank, N.A., as Servicer
      k) Wells Fargo Bank, N.A., as Master Servicer
      l) Wells Fargo Bank, N.A., as Securities Administrator
      </TABLE>

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

  I, Dawn Hammond, certify that:

  1. I have reviewed this report on Form 10-K and all reports on Form 10-D
     required to be filed in respect of the period covered by this report
     on Form 10-K of Bear Stearns Asset Backed Securities I Trust 2006-AC2
     (the "Exchange Act periodic reports");

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

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

  4. I am responsible for reviewing the activities performed by the
     servicers and based on my knowledge and the compliance reviews
     conducted in preparing the servicer compliance statements required in
     this report under Item 1123 of Regulation AB, and except as disclosed
     in the Exchange Act periodic reports, the servicers have fulfilled
     their obligations under the servicing agreements; and

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

     In giving the certifications above, I have reasonably relied on
     information provided to me by the following unaffiliated parties:
     American Home Mortgage Servicing, Inc., as Servicer, EMC Mortgage
     Corporation, as Servicer, Harborside Mortgage Corporation, as Servicer,
     HSBC Mortgage Corporation, USA, as Servicer and Waterfield Mortgage
     Company, Incorporated, as Servicer.

     Dated: April 1, 2007

     /s/ Dawn Hammond
     Signature

     Vice President
     Title


EX-33 (b)
REPORT ON ASSESSMENT OF COMPLIANCE WITH
section 1122(d)(2)(vi) and section 1122(d)(4)(xi)
of REGULATION AB SERVICING CRITERIA


American Security Insurance Company, Standard Guaranty Insurance Company and
Safeco Financial Institution Solutions, Inc. (affiliates of Assurant Inc.,
collectively the "Asserting Party") is responsible for assessing compliance as
of December 31, 2006 and for the period from January 1, 2006 through December
31, 2006 (the "Reporting Period") with the servicing criteria set forth in
section 1122(d)(2)(vi), section 1122(d)(4)(xi) and section 1122(d)(4)(xii) of
Title 17, section 229.1122(d) of the Code of Federal Regulations, which the
Asserting Party has concluded are applicable to the insurance escrow servicing
activities it performs with respect to all mortgage loan-tracking transactions
covered by this report. The transactions covered by this report include all
mortgage loan-tracking transactions for which the Asserting Party served as a
Vendor on behalf of Servicers for such asset-backed securities transactions that
were registered after January 1, 2006 with the Securities and Exchange
Commission pursuant to the Securities Act of 1933 (the "Platform"). The scope of
the Asserting Party assertions excludes section 1122(d)(4)(xii) of Title 17,
section 229.1122(d) of the Code of Federal Regulations, which relates to
servicing activities that are performed by the Asserting Party with respect to
the Platform, but are not reported on herein.

The Asserting Party has assessed its compliance with section 1122(d)(2)(vi) and
section 1122(d)(4)(xi) ("the Applicable Servicing Criteria") for the Reporting
Period and has concluded that the Asserting Party has complied, in all material
respects, with the Applicable Servicing Criteria for the Reporting Period with
respect to the Platform taken as a whole. The Asserting Party used the criteria
set forth in paragraph (d) of Item 1122 of Regulation AB to assess the
compliance with the Applicable Servicing Criteria.

The Asserting Party has complied, in all material respects, with the Applicable
Servicing Criteria for the Reporting Period.

PricewaterhouseCoopers LLP, an independent registered public accounting firm,
has issued an attestation report on the assessment of compliance with the
Applicable Servicing Criteria as of and for the Reporting Period ending December
31, 2006 as set forth in this assertion.

American Security Insurance Company
Standard Guaranty Insurance Company
Safeco Financial Institution Solutions, Inc.




/s/ John Frobose
By: John Frobose
Senior Vice President


Date: February 23, 2007





EX-33 (c)
(logo)EMC
Mortgage Corporation
Proven Performance

Certification Regarding Compliance with Applicable Servicing Criteria


1. EMC Mortgage Corporation ("EMC") is responsible for assessing compliance with
the servicing criteria applicable to it under paragraph (d) of Item 1122 of
Regulation AB, as of and for the 12-month period ended December 31, 2006 (the
"Reporting Period"), as set forth in Appendix A hereto. The transactions covered
by this report include the asset-backed securities transactions for which EMC
acted as servicer involving residential mortgage loans that were completed on or
after January 1, 2006, and that were registered with the Securities and Exchange
Commission pursuant to the Securities Act of 1933 (the "Platform");


2. Except as set forth in paragraph 3 below, EMC used the criteria set forth in
paragraph (d) of Item 1122 of Regulation AB to assess the compliance with the
applicable servicing criteria;


3. The criteria listed in the column titled "Inapplicable Servicing Criteria"
on Appendix A hereto are inapplicable to EMC based on the activities it
performs, directly or through its Vendors, with respect to the Platform;


4. EMC has complied, in all material respects, with the applicable
servicing criteria as of December 31, 2006 and for the Reporting Period with
respect to the Platform taken as a whole;


5. Deloitte & Touche LLP, a registered public accounting firm, has issued an
attestation report on EMC's assessment of compliance with the applicable
servicing criteria for the Reporting Period.

/s/ John Vella
John Vella
President and Chief Executive Officer

March 12, 2007


2780 Lake Vista Drive, Lewisville, Texas 75067
Mailing Address: P.O. Box 1292190 Lewisville, Texas 75029-2190

(logo) Member
Mortgage Bankers Association of America


(page)

<table>
<CAPTION>

            <c>                                            <c>          <c>              <c>                        <c>
Appendix A


SERVICING CRITERIA                                                          APPLICABLE                                 INAPPLICABLE
                                                                            SERVICING CRITERIA                         SERVICING
                                                                                                                       CRITERIA
                                                              Performed    Performed by     Performed by
                                                              Directly     Sub-Servicer(s)  Sub-Servicer(s) or
                                                              By           for              Vendor(s) for
                                                              EMC          which EMC is     which EMC is
Reference               Criteria                                           the Responsible  NOT the
                                                                           Party            Responsible Party

General Servicing Consideration

1122(d)(1)(i)   Polices and procedures are instituted          X
                to monitor any performance or other
                triggers and events of default in
                accordance with the transaction
                agreements.

1122(d)(1)(ii)  If any material servicing activities
                are outsourced to third parties,               X
                policies and procedures are
                instituted to monitor the third
                party's performance and compliance
                with such servicing activities.

1122(d)(1)(iii) Any requirements in the transaction
                agreements to maintain a back-up                                                                           X
                servicer for the mortgage loans
                are maintained.

1122(d)(1)(iv)  A fidelity bond and errors and
                omissions policy is in effect on                X
                the party participating in the
                servicing function throughout the
                reporting period in the amount of
                coverage required by and otherwise in
                accordance with the terms of the
                transaction agreements.

Cash Collection and Administration

1122(d)(2)(i)   Payments on mortgage loans are
                deposited into the appropriate                  X
                custodial bank accounts and related
                bank clearing accounts no more than
                two business days following receipt,
                or such other number of days
                specified in the transaction agreements.

1122(d)(2)(ii)  Disbursements made via wire transfer on         X
                behalf of an obligor or to an investor
                are made only by authorized personnel.

1122(d)(2)(iii) Advances of funds or guarantees regarding
                collections, cash flows or distributions,       X
                and any interest or other fees charged for
                such advances, are made, reviewed and
                approved as specified in the transaction
                agreements.

1122(d)(2)iv)   The related accounts for the transaction,
                such as cash reserve accounts or accounts        X
                established as a form of overcollateralization.
                are separately maintained (e.g. with
                respect to commingling of cash) as set
                forth in the transaction agreements.

1122(d)(2)(v)   Each custodial account is maintained at a
                federally insured depository institution as set  X
                forth in the transaction agreements. For
                purposes of this criterion, "federally insured
                depository institutions" with respect to a
                foreign financial institution means a foreign
                financial that meets the requirements of Rule
                13k-1(b)(1) of the Securities Exchange Act.


(page)

Appendix A (page 2)

Servicing Criteria
                                                                                APPLICABLE                           INAPPLICABLE
                                                                             SERVICING CRITERIA                         SERVICING
                                                                                                                        CRITERIA
                                                               Performed       Performed by        Performed by
                                                               Directly        Sub-Servicer(s)     Sub-Servicer(s) or
                                                               By              for                 Vendor(s) for
                                                               EMC             which EMC is        which EMC is
Reference               Criteria                                               the Responsible     NOT the
                                                                               Party               Responsible Party
Cash Collection and Administration (con't)

1122(d)(2)(vi)   Un-issued checks are safeguarded                X                                     X
                 so as to prevent unauthorized access.

1122(d)(2)vii)  Reconciliations are prepared on a monthly
                basis for all asset-backed securities related    X
                bank accounts, including custodial accounts
                and related bank clearing accounts. These
                reconciliations are (A) mathematically
                accurate; (B) prepared within 30 calendar
                days after the bank statement cutoff date, or
                such other number of days specified in the
                transaction agreements; (C) reviewed and
                approved by someone other than the person
                who prepared the reconciliation; items are
                resolved within 90 calendar days of their
                original identification, or such other number
                of days specified in the transaction
                agreements.

Investor Remittances and Reporting

1122(d)(3)(i)   Reports to investors, including those
                to be filed with the Commission, are              X
                maintained in accordance with the
                transaction agreements and applicable
                Commission requirements. Specifically,
                such reports (A) are prepared in
                accordance with timeframes and other
                terms set forth in the transaction
                agreements; C)1 are filed with the
                Commission as required by its rules
                and regulations; and (D) agree with
                investors' or the trustee's records as
                to the total unpaid principal balance and
                number of mortgage loans serviced by the
                Servicer.

1122(d)(3)(ii)  Amounts due to investors are allocated
                and remitted in accordance with                   X
                timeframes, distribution priority
                and other terms set forth in the
                transaction agreements.

1122(d)(3)(iii) Disbursements made to an investor
                are posted within two business                     X
                days to the Servicer's investor
                records, or such other number
                of days specified in the
                transaction agreements.

1122(d)(3)(iv)  Amounts remitted to investors
                per the investor reports agree                     X
                with cancelled checks, or other
                form of payment, or custodial bank
                statements.

Pool Asset Administration

1122(d)(4)(i)   Collateral or security on mortgage
                loans is maintained as required by                 X
                the transaction agreements or
                related mortgage loan documents.

1 EMC is not responsible for filing reports with the Commission as included in
this criterion. The responsibility lies with the Securities Administrator or the
Trustee depending on the specific transaction agreements.


Appendix A (page 3)


SERVICING CRITERIA                                                               APPLICABLE                            INAPPLICABLE
                                                                             SERVICING CRITERIA                        SERVICING
                                                                                                                       CRITERIA
                                                               Performed       Performed by        Performed by
                                                               Directly        Sub-Servicer(s)     Sub-Servicer(s) or
                                                               By              for                 Vendor(s) for
                                                               EMC             which EMC is        which EMC is
Reference               Criteria                                               the Responsible     NOT the
                                                                               Party               Responsible Party

Pool Asset Administration (con't)

1122(d)(4)(ii)   Mortgage loan and related documents
                 are safeguarded as required by the               X
                 transaction agreements.

1122(d)(4)(iii)  Any additions, removals or
                 substitutions to the asset                       X
                 pool are made, reviewed and
                 approved in accordance with
                 any conditions or requirements
                 in the transaction agreements.

1122(d)(4)(iv)   Payments on mortgage loans, including
                 any payoffs, made in accordance with             X
                 the related mortgage loan documents
                 are posted to the Servicer's obligor
                 records maintained no more than two
                 business days after receipt, or such
                 other number of days specified in the
                 transaction agreements, and allocated to
                 principal, interest or other items (e.g.,
                 escrow) in accordance with the related
                 mortgage loan documents.

1122(d)(4)(v)    The Servicer's records regarding the
                 mortgage loans agree with the Servicer's         X
                 records with respect to an obligor's
                 unpaid principal balance.

1122(d)(4)(vi)   Changes with respect to the terms or
                 status of an obligor's mortgage loans            X
                 (e.g., loan modifications or re-agings)
                 are made reviewed and approved by
                 authorized personnel in accordance
                 with the transaction agreements and
                 related pool asset documents.

1122(d)(4)(vii)  Loss mitigation or recovery actions
                 (e.g., forbearance plans, modifications          X
                 and deed in lieu of foreclosure,
                 foreclosures and repossessions, as
                 applicable) are initiated, conducted
                 and concluded in accordance with the
                 timeframes or other requirements
                 established by the transaction agreements.

1122(d)(4)(viii) Records documenting collection efforts are
                 maintained during the period a mortgage          X
                 loan is delinquent in accordance with the
                 transaction agreements. Such records are
                 maintained on a least a monthly basis, or
                 such other period specified in the transaction
                 agreements, and describe the entity's
                 activities in monitoring delinquent mortgage
                 loans including, for example, phone calls,
                 letters and payment rescheduling plans in
                 cases where delinquency is deemed
                 temporary (e.g., illness or unemployment).

1122(d)(4)(ix)   Adjustments to interest rates or rates
                 of return for mortgage loans with                X
                 variable rates are computed based on
                 the related mortgage loan documents.


Appendix A (page 4)


SERVICING CRITERIA                                                               APPLICABLE                            INAPPLICABLE
                                                                             SERVICING CRITERIA                        SERVICING
                                                                                                                       CRITERIA
                                                                 Performed     Performed by        Performed by
                                                                 Directly      Sub-Servicer(s)     Sub-Servicer(s) or
                                                                 By            for                 Vendor(s) for
                                                                 EMC           which EMC is        which EMC is
Reference               Criteria                                               the Responsible     NOT the
                                                                               Party               Responsible Party
Pool Asset Administration (con't)

1122(d)(4)(x)    Regarding any funds held in trust for an
                 obligor (such as escrow accounts): (A) such          X
                 funds are analyzed, in accordance with the
                 obligor's mortgage loan documents, on a
                 least an annual basis, or such other period
                 specified n the transaction agreements; (B)
                 interest on such funds is paid, or credited, to
                 obligors in accordance with applicable
                 mortgage loan documents and state laws;
                 and (C) such funds are returned to the
                 obligor within 30 calendar days of full
                 repayment of the related mortgage loans, or
                 such other number of days specified in the
                 transaction agreements.

1122(d)(4)(xi)   Payments made on behalf of an obligor
                 (such as tax or insurance payments) are              X
                 made on or before the related penalty or
                 expiration dates, as indicated on the
                 appropriate bills or notices for such
                 payments, provided that such support has
                 been received by the servicer at least 30
                 calendar days prior to these dates, or such
                 other number of days specified in the
                 transaction agreements.

1122(d)(4)(xii)  Any late payments penalties in connection
                 with any payment to be made on behalf of             X
                 an obligor are paid from the Servicer's
                 funds and not charged to the obligor,
                 unless the late payment was due to the
                 obligor's error or omission.


1122(d)(4)(xiii) Disbursements made on behalf of an obligor
                 are posted within two business days to the           X                                X
                 obligor's records maintained by the Servicer,
                 or such other numbers of days specified in
                 the transaction agreements.

1122(d)(4)(xiv)  Delinquencies, charge-offs and uncollectible
                 accounts are recognized and recorded in              X
                 accordance with the transaction agreements.

1122(d)(4)(xv)   Any External enhancement or other support,
                 identified in Item 1114(a)(1) through (3)            X
                 or - Item 1115 of Regulation AB, is maintained
                 as set forth in the transaction agreements.


(page)


Exhibit B


Describe material instances of noncompliance:
NONE

Describe any remediation efforts:
NOT APPLICABLE

Describe material instances of noncompliance by Vendor(s):
NONE

Describe any remediation efforts:
NOT APPLICABLE

Describe material deficiencies if EMC's polices and procedures to monitor Vendor(s):
NONE

Describe any remediation efforts:
NOT APPLICABLE
</TABLE>





EX-33 (g)
Report on Assessment of Compliance

with Regulation AB Servicing Criteria

1. The undersigned authorized officer of LandAmerica Tax and Flood Services,
Inc. (the "Company") is responsible for assessing the Company's compliance with
the applicable servicing criteria as defined in 17 CFR Part 229 Section 1122(d)
(4)(xi) and 1122(d)(4)(xii) (the "Regulation AB Servicing Criteria") for
residential mortgage backed securities for which the Company served as
third-party property tax payment provider on the underlying collateral (the
"Platform"). Except as set forth in the preceding sentence, the servicing
criteria set forth in 17 CFR Part 229 Section 1122(d) are not applicable to the
activities the Company performed with respect to the Platform.

2. The Company used the criteria in 17 CFR Part 229 Section 1122(d) to assess
the compliance with the Regulation AB Servicing Criteria.

3. Under one of the services offered by the Company, some customers may elect to
remit tax payments directly to tax agencies without having the Company remit
those property tax payments through our tax payment service. We refer to these
customers as "non-outsourced servicer customers." With respect to these
non-outsourced customers and the services the Company delivered pursuant to the
servicing criteria set forth in 17 CFR Part 229 Section 1122(d)(4)(xi), the
Company's assertion is strictly limited to its processing of tax payments
submitted through the Company's tax payment service.

4. With respect to servicing criteria set forth in 17 CFR Part 229 Section
1122(d)(4)(xii), the Company's assertion is strictly limited to its processing
of property tax penalty payments. The Company has determined that its servicer
customers may also have access to systems that enable those servicers to process
penalties through obligor escrow accounts. Management's assessment of compliance
does not relate to the actual or potential activities of other parties with
access to obligor escrow accounts.

5. Based on such assessment, management believes that, as of and for the year
ended December 31, 2006, the Company has complied in all material respects with
the Regulation AB Servicing Criteria related to the servicing of the Platform.

6. The registered public accounting firm of Grant Thornton, LLP, has issued an
attestation report on the Company's assessment of compliance with the Regulation
AB Servicing Criteria as of and for the year ended December 31, 2006.

Date: February 20, 2007

LandAmerica Tax and Flood Services, Inc.



By: /s/ Bob Ige
Name: Bob Ige
Its: Executive Vice President





EX-33 (h)
(logo) REGULUS


Report on Assessment of Compliance with Regulation AB Servicing Criteria

1. Pursuant to Subpart 229.1100 - Asset Backed Securities, 17 C.F.R. section
   229. 1100-229.1123 ("Regulation AB"), Regulus Group LLC, for itself and its
   wholly-owned subsidiaries (individually and collectively "Regulus"), is
   responsible for assessing its compliance with the servicing criteria
   applicable to the remittance processing services it provides to customers who
   are issuers or servicers of asset backed securities transactions and who have
   requested confirmation of Regulus' compliance in connection with loan and/or
   receivables portfolios that include pool assets for asset backed securities
   transactions (the "Platform"). Remittance processing is a service whereby
   check payments that are remitted by mail to a post office box are collected,
   processed through a highly automated data capture system, and prepared for
   deposit to a bank account held by the beneficiary of the payment.

2. The servicing criteria set forth in Item 1122(d) of Regulation AB were used
   in Regulus' assessment of compliance. Regulus has concluded that the
   servicing criteria set forth in Items 1122(d)(2)(i) and 1122(d)(4)(iv) of
   Regulation AB are applicable to the servicing activities it performs with
   respect to the Platform (such criteria the "Applicable Servicing Criteria").
   Regulus has concluded that the remainder of the servicing criteria set forth
   in Item 1122(d) of Regulation AB are inapplicable to the activities it
   performs with respect to the Platform because Regulus does not participate in
   the servicing activities referenced by such servicing criteria.

3. As of and for the year ending December 31, 2006, Regulus has complied in all
   material respects with the Applicable Servicing Criteria set forth in Item
   1122(d) of Regulation AB.

4. KPMG LLP, a registered public accounting firm, has issued an attestation
   report on Regulus' assessment of compliance with the Applicable Servicing
   Criteria as of and for the year ending December 31, 2006. A copy of that
   attestation report is attached hereto as Exhibit A.


/s/ Kimberlee Clark
Kimberlee Clark
Chief Financial Officer

February 22, 2007


860 LATOUR COURT | NAPA, CA | 94558 | TEL: 707.254.4000 | FAX: 707.254.4070
| REGULU5GROUP.COM





EX-33 (j)
(logo) WELLS FARGO HOME MORTGAGE

Wells Fargo Home Mortgage
One Home Campus
Des Moines, IA 50328-0001

YourWellsFargoMortgage.com


Wells Fargo Bank, N.A.

2006 Certification Regarding Compliance with Applicable Servicing Criteria


1.      Wells Fargo Bank, N.A. (the "Servicer") is responsible for assessing
        its compliance with the servicing criteria applicable to it under
        paragraph (d) of Item 1122 of Regulation AB as set forth in Exhibit A
        hereto in connection with the primary servicing of residential mortgage
        loans by its Wells Fargo Home Mortgage division, other than the
        servicing of such loans for Freddie Mac, Fannie Mae, Ginnie Mae, state
        and local government bond programs, or a Federal Home Loan Bank (the
        servicing "Platform");

2.      The Servicer has engaged certain vendors (the "Vendors") to perform
        specific, limited or scripted activities as of and for the year ended
        December 31, 2006, and the Servicer has elected to take responsibility
        for assessing compliance with the servicing criteria or portion of the
        servicing criteria applicable to such Vendors as set forth in Exhibit A
        hereto, with the exception of those Vendors that have provided their own
        report on assessment of compliance with servicing criteria, which
        reports are attached hereto as Exhibit D;

3.      Except as set forth in paragraph 4 below, the Servicer used the criteria
        set forth in paragraph (d) of Item 1122 of Regulation AB to assess the
        compliance with the applicable servicing criteria;

4.      The criteria identified as Inapplicable Servicing Criteria on Exhibit A
        hereto are inapplicable to the Servicer based on the activities it
        performs with respect to its Platform;

5.      The Servicer has complied, in all material respects, with the applicable
        servicing criteria as of and for the year ended December 31, 2006,
        except as described on Exhibit B hereto;

6.      The Servicer has not identified and is not aware of any material
        instance of noncompliance by the Vendors with the applicable servicing
        criteria as of and for the year ended December 31, 2006;

7.      The Servicer has not identified any material deficiency in its policies
        and procedures to monitor the compliance by the Vendors with the
        applicable servicing criteria for the year ended December 31, 2006; and

8.      KPMG LLP, a registered public accounting firm, has issued an attestation
        report on the Servicer's assessment of compliance with the applicable
        servicing criteria as of and for the year ended December 31, 2006, which
        attestation report is included on Exhibit C attached hereto.

March 1, 2007

WELLS FARGO BANK, N.A.

By:  /s/ Mary C. Coffin
Mary C. Coffin
Executive Vice President


Wells Fargo Home Mortgage
is a division of Wells Fargo Bank, N.A.


(page)


EXHIBIT A
to
Wells Fargo Bank, N.A.'s
2006 Certification Regarding Compliance With Applicable Servicing Criteria

<Table>
<Caption>

              <c>                                                                    <c>                <c>         <c>

                                 Servicing Criteria                                          Applicable Servicing       Inapplicable
                                                                                                  Criteria                Servicing
                                                                                                                          Criteria
Reference                                  Criteria                                     Performed           Performed
                                                                                           by                   by
                                                                                        Servicer            Vendor(s)

General Servicing Considerations

                 Policies and procedures are instituted to monitor any performance or       X
                 other triggers and events of default in accordance with the
1122(d)(1)(i)    transaction agreements.

                 If any material servicing activities are outsourced to third parties,      X
                 policies and procedures are instituted to monitor the third party's
1122(d)(1)(ii)   performance and compliance with such servicing activities.

                 Any requirements in the transaction agreements to maintain a back-up                                         X
1122(d)(1)(iii)  servicer for the mortgage loans are maintained.

                 A fidelity bond and errors and omissions policy is in effect on the        X
                 party participating in the servicing function throughout the reporting
                 period in the amount of coverage required by and otherwise in
1122(d)(1)(iv)   accordance with the terms of the transaction agreements.

Cash Collection and Administration

                 Payments on mortgage loans are deposited into the appropriate              X^1                  X^2
                 custodial bank accounts and related bank clearing accounts no more
                 than two business days following receipt, or such other number of
1122(d)(2)(i)    days specified in the transaction agreements.

                 Disbursements made via wire transfer on behalf of an obligor or to an      X
1122(d)(2)(ii)   investor are made only by authorized personnel.

                 Advances of funds or guarantees regarding collections, cash flows or       X
                 distributions, and any interest or other fees charged for such
                 advances, are made, reviewed and approved as specified in the
1122(d)(2)(iii)  transaction agreements.

                 The related accounts for the transaction, such as cash reserve             X
                 accounts or accounts established as a form of overcollateralization
                 are separately maintained (e.g., with respect to commingling of cash)
1122(d)(2)(iv)   as set forth in the transaction agreements.

                 Each custodial account is maintained at a federally insured                X
                 depository institution as set forth in the transaction agreements.
                 For purposes of this criterion, "federally insured depository
                 institution" with respect to a foreign financial institution means a
                 foreign financial institution that meets the requirements of Rule
1122(d)(2)(v)    13k-1(b)(1) of the Securities Exchange Act.

1122(d)(2)(vi)   Unissued checks are safeguarded so as to prevent unauthorized access.      X^3                  X^4


(page)


                                 Servicing Criteria                                          Applicable Servicing       Inapplicable
                                                                                                  Criteria                Servicing
                                                                                                                          Criteria
Reference                                  Criteria                                     Performed           Performed
                                                                                           by                   by
                                                                                        Servicer            Vendor(s)

                 Reconciliations are prepared on a monthly basis for all asset-backed       X
                 securities related bank accounts, including custodial accounts and
                 related bank clearing accounts. These reconciliations are (A)
                 mathematically accurate; (B) prepared within 30 calendar days after
                 the bank statement cutoff date, or such other number of days
                 specified in the transaction agreements; (C) reviewed and approved by
                 someone other than the person who prepared the reconciliation, and
                 (D) contain explanations for reconciling items. These reconciling
                 items are resolved within 90 calendar days of their original
                 identification, or such other number of days specified in the
1122(d)(2)(vii)  transaction agreements.

Investor Remittances and Reporting

                 Reports to investors, including those to be filed with the                 X
                 Commission, are maintained in accordance with the transaction
                 agreements and applicable Commission requirements. Specifically, such
                 reports (A) are prepared in accordance with timeframes and other
                 terms set forth in the transaction agreements; (B) provide
                 information calculated in accordance with the terms specified in the
                 transaction agreements; (C) are filed with the Commission as required
                 by its rules and regulations; and (D) agree with investors' or the
                 trustee's records as to the total unpaid principal balance and number
1122(d)(3)(i)    of mortgage loans serviced by the Servicer.

                 Amounts due to investors are allocated and remitted in accordance          X
                 with timeframes, distribution priority and other terms set forth in
1122(d)(3)(ii)   the transaction agreements.

                 Disbursements made to an investor are posted within two business days      X
                 to the Servicer's investor records, or such other number of days
1122(d)(3)(iii)  specified in the transaction agreements.

                 Amounts remitted to investors per the investor reports agree with          X
                 cancelled checks, or other form of payment, or custodial bank
1122(d)(3)(iv)   statements.

Pool Asset Administration

                 Collateral or security on mortgage loans is maintained as required by      X
1122(d)(4)(i)    the transaction agreements or related mortgage loan documents.

                 Mortgage loan and related documents are safeguarded as required by         X
1122(d)(4)(ii)   the transaction agreements.

                 Any additions, removals or substitutions to the asset pool are made        X
                 reviewed and approved in accordance with any conditions or
1122(d)(4)(iii)  requirements in the transaction agreements.

                 Payments on mortgage loans, including any payoffs, made in                 X^5                  X^6
                 accordance with the related mortgage loan documents are posted to the
                 Servicer's obligor records maintained no more than two business days
                 after receipt, or such other number of days specified in the
                 transaction agreements, and allocated to principal, interest or other
                 items (e.g., escrow) in accordance with the related mortgage loan
1122(d)(4)(iv)   documents.

                 The Servicer's records regarding the mortgage loans agree with the         X
                 Servicer's records with respect to an obligor's unpaid principal
1122(d)(4)(v)    balance.

                 Changes with respect to the terms or status of an obligor's mortgage       X
                 loans (e.g., loan modifications or re-agings) are made, reviewed
                 and approved by authorized personnel in accordance with the
1122(d)(4)(vi)   transaction agreements and related pool asset documents.


(page)


                                 Servicing Criteria                                          Applicable Servicing       Inapplicable
                                                                                                  Criteria                Servicing
                                                                                                                          Criteria
Reference                                  Criteria                                     Performed           Performed
                                                                                           by                   by
                                                                                        Servicer            Vendor(s)

                 Loss mitigation or recovery actions (e.g., forbearance plans,              X
                 modifications and deeds in lieu of foreclosure, foreclosures and
                 repossessions, as applicable) are initiated, conducted and concluded
                 in accordance with the timeframes or other requirements established
1122(d)(4)(vii)  by the transaction agreements.

                 Records documenting collection efforts are maintained during the           X
                 period a mortgage loan is delinquent in accordance with the
                 transaction agreements. Such records are maintained on at least a
                 monthly basis, or such other period specified in the transaction
                 agreements, and describe the entity's activities in monitoring
                 delinquent mortgage loans including, for example, phone calls,
                 letters and payment rescheduling plans in cases where delinquency is
1122(d)(4)(viii) deemed temporary (e.g., illness or unemployment).

                 Adjustments to interest rates or rates of return for mortgage loans        X
                 with variable rates are computed based on the related mortgage loan
1122(d)(4)(ix)   documents.

                 Regarding any funds held in trust for an obligor (such as escrow           X
                 accounts): (A) such funds are analyzed, in accordance with the
                 obligor's mortgage loan documents, on at least an annual basis, or
                 such other period specified in the transaction agreements; (B)
                 interest on such funds is paid, or credited to obligors in
                 accordance with applicable mortgage loan documents and state laws;
                 and (C) such funds are returned to the obligor within 30 calendar
                 days of full repayment of the related mortgage loans, or such other
1122(d)(4)(x)    number of days specified in the transaction agreements.

                 Payments made on behalf of an obligor (such as tax or insurance            X^7                  X^8
                 payments) are made on or before the related penalty or expiration
                 dates, as indicated on the appropriate bills or notices for such
                 payments, provided that such support has been received by the
                 servicer at least 30 calendar days prior to these dates, or such
1122(d)(4)(xi)   other number of days specified in the transaction agreements.

                 Any late payment penalties in connection with any payment to be made       X
                 on behalf of an obligor are paid from the Servicer's funds and not
                 charged in the obligor, unless the late payment was due to the
1122(d)(4)(xii)  obligor's error or omission.

                 Disbursements made on behalf of an obligor are posted within two           X^9                  X^10
                 business days to the obligor's records maintained by the servicer, or
1122(d)(4)(xiii) such other number of days specified in the transaction agreements.

                 Delinquencies, charge-offs and uncollectible accounts are recognized       X
1122(d)(4)(xiv)  and recorded in accordance with the transaction agreements.

                 Any external enhancement or other support, identified in Item                                                X
                 1114(a)(1) through (3) or Item 1115 of Regulation AB, is maintained
1122(d)(4)(xv)   as set forth in the transaction agreements.


1 A portion of this servicing criteria is performed by a vendor, as set forth in footnote 2 below.
2 A lockbox vendor receives payments, creates transaction files, deposits checks, reconciles files to
deposits and transmits the transaction files to Wells Fargo. See Exhibit D.
3 A portion of this servicing criteria is performed by vendors, as set forth in footnote 4 below.
4 Insurance vendors prepare and safeguard checks on behalf of Wells Fargo. As to one
such vendor, see Exhibit D.
5 A portion of this servicing criteria is performed by a vendor, as set forth in footnote 6 below.
6 A lockbox vendor receives payments, creates transaction files, deposits checks, reconciles files
to deposits and transmits the transaction files to Wells Fargo. See Exhibit D.
7 A portion of this servicing criteria is performed by vendors, as set forth in footnote 8 below.
8 Insurance vendors obtain renewal invoices, create disbursement transactions and submit payments
to payees. As to one such vendor, see Exhibit D.
9 A portion of this servicing criteria is performed by one or more vendors, as set forth in footnote 10 below.
10 Insurance vendors obtain renewal invoices, create disbursement transactions and submit payments to payees.
As to one such vendor, see Exhibit D.
</Table>


(page)


EXHIBIT B
to
Wells Fargo Bank, N.A.'s
2006 Certification Regarding Compliance With Applicable Servicing Criteria

Wells Fargo Bank, N.A. ("Wells Fargo") acknowledges the following material
instances of noncompliance with the applicable servicing criteria:

1. 1122(d)(3)(i) - Delinquency Reporting - For certain loans sub-serviced by
   Wells Fargo or for which servicing rights were acquired on a bulk-acquisition
   basis, Wells Fargo determined that it provided incomplete data to some third
   parties who use such data to calculate delinquency ratios and determine the
   status of loans with respect to bankruptcy, foreclosure or real estate owned.
   The incomplete reporting only affected securitizations that included
   delinquent loans. Instead of the actual due date being provided for use in
   calculating delinquencies, the date of the first payment due to the security
   was provided. Wells Fargo subsequently included additional data in the
   monthly remittance reports, providing the actual borrower due date and unpaid
   principal balance, together with instructions to use these new fields if such
   monthly remittance reports are used to calculate delinquency ratios.

2. 1122(d)(4)(vii) - Notification of Intent to Foreclose  - Wells Fargo
   determined that, as required by certain servicing agreements, it did not
   provide investors with prior notification of intent to foreclose. While
   investors received monthly delinquency status reports that listed loans in
   foreclosure, such reports were received after such loans had been referred to
   an attorney. A new process is being implemented to send such notifications if
   contractually required, unless an investor opts out in writing.


(page)


EXHIBIT C
to
Wells Fargo Bank, N.A.'s
2006 Certification Regarding Compliance With Applicable Servicing Criteria


Report or Independent Registered Public Accounting Firm


(page)


EXHIBIT D
to
Wells Fargo Bank, N.A.'s
2006 Certification Regarding Compliance With Applicable Servicing Criteria


Vendors' Reports on Assessment of Compliance With Servicing Criteria





EX-33 (k)
(logo) WELLS FARGO

Corporate Trust Services
9062 Old Annapolis Road
Columbia, MD 21045-1951
410 884-2000
410 715-2380 Fax

Wells Fargo Bank, N.A.

ASSESSMENT OF COMPLIANCE WITH APPLICABLE SERVICING CRITERIA

Corporate Trust Services division of Wells Fargo Bank, National Association (the
"Company") provides this assessment of compliance with the following applicable
servicing criteria set forth in Item 1122(d) of Regulation AB promulgated by
the Securities and Exchange Commission. Management has determined that the
servicing criteria are applicable in regards to the servicing platform for the
period as follows:

Platform: Publicly-issued (i.e., transaction-level reporting initially required
under the Securities Exchange Act of 1934, as amended) residential
mortgage-backed securities, commercial mortgage-backed securities and other
asset-backed securities, for which the Company provides master servicing,
trustee, securities administration or paying agent services, excluding
transactions issued by any agency or instrumentality of the U.S. government or
any government sponsored entity (the "Platform").

Applicable Servicing Criteria: All servicing criteria set forth in Item 1122(d),
to the extent required in the related transaction agreements or required by the
Item 1122(d) servicing criteria in regards to the activities performed by the
Company, except for the following criteria: 1122(d)(1)(iii), 1122(d)(4)(ii),
1122(d)(4)(iv), 1122(d)(4)(v), 1122(d)(4)(viii), 1122(d)(4)(ix), 1122(d)(4)(x),
1122(d)(4)(xi), 1122(d)(4)(xii) and 1122(d)(4)(xiii), which management has
determined are not applicable to the activities the Company performs with
respect to the Platform (the "Applicable Servicing Criteria").

Period: Twelve months ended December 31, 2006 (the "Period").

Third parties classified as vendors: With respect to servicing criteria
1122(d)(4)(i), the Company has engaged various vendors to handle certain Uniform
Commercial Code filing functions required by the servicing criteria ("vendors").
The Company has determined that none of the vendors is a "servicer" as defined
in Item 1101(j) of Regulation AB, and the Company elects to take responsibility
for assessing compliance with the portion of the servicing criteria applicable
to each vendor as permitted by Interpretation 17.06 of the SEC Division of
Corporation Finance Manual of Publicly Available Telephone Interpretations
("Interpretation 17.06"). The Company has policies and procedures in place to
provide reasonable assurance that each vendor's activities comply in all
material respects with the servicing criteria applicable to each vendor. The
Company is solely responsible for determining that it meets the SEC requirements
to apply Interpretation 17.06 for the vendors and related criteria.

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

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

2. The Company has assessed compliance with the Applicable Servicing Criteria,
including servicing criteria for which compliance is determined based on
Interpretation 17.06 as described above, as of and for the Period. In performing
this assessment, management used the criteria set forth by the Securities and
Exchange Commission in paragraph (d) of Item 1122 of Regulation AB.

3. Other than as identified on Schedule A hereto, as of and for the Period, the
Company was in material compliance with the Applicable Servicing Criteria. Any
material instances of noncompliance by a vendor of which the Company is aware
and any material deficiency in the Company's policies and procedures to monitor
vendors' compliance that the Company has identified is specified on Schedule A
hereto.

KPMG LLP, a registered public accounting firm, has issued an attestation
report with respect to the Company's foregoing assessment of compliance as of
and for the Period.

WELLS FARGO BANK, NATIONAL ASSOCIATION

By:/s/ Brian Bartlett
Brian Bartlett

Its:   Executive Vice President

Dated: March 1, 2007


(page)


(logo) WELLS FARGO

Corporate Trust Services
9062 Old Annapolis Road
Columbia, MD 21045-1951
410 884-2000
410 715-2380 Fax

Wells Fargo Bank, N.A.

Schedule A

Material Instances of Noncompliance by the Company

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

Material instances of Noncompliance by any Vendor

NONE

Material Deficiencies In Company's Policies and Procedures to Monitor Vendors'
Compliance

NONE





EX-33 (l)
(logo) WELLS FARGO

Corporate Trust Services
9062 Old Annapolis Road
Columbia, MD 21045-1951
410 884-2000
410 715-2380 Fax

Wells Fargo Bank, N.A.

ASSESSMENT OF COMPLIANCE WITH APPLICABLE SERVICING CRITERIA

Corporate Trust Services division of Wells Fargo Bank, National Association (the
"Company") provides this assessment of compliance with the following applicable
servicing criteria set forth in Item 1122(d) of Regulation AB promulgated by
the Securities and Exchange Commission. Management has determined that the
servicing criteria are applicable in regards to the servicing platform for the
period as follows:

Platform: Publicly-issued (i.e., transaction-level reporting initially required
under the Securities Exchange Act of 1934, as amended) residential
mortgage-backed securities, commercial mortgage-backed securities and other
asset-backed securities, for which the Company provides master servicing,
trustee, securities administration or paying agent services, excluding
transactions issued by any agency or instrumentality of the U.S. government or
any government sponsored entity (the "Platform").

Applicable Servicing Criteria: All servicing criteria set forth in Item 1122(d),
to the extent required in the related transaction agreements or required by the
Item 1122(d) servicing criteria in regards to the activities performed by the
Company, except for the following criteria: 1122(d)(1)(iii), 1122(d)(4)(ii),
1122(d)(4)(iv), 1122(d)(4)(v), 1122(d)(4)(viii), 1122(d)(4)(ix), 1122(d)(4)(x),
1122(d)(4)(xi), 1122(d)(4)(xii) and 1122(d)(4)(xiii), which management has
determined are not applicable to the activities the Company performs with
respect to the Platform (the "Applicable Servicing Criteria").

Period: Twelve months ended December 31, 2006 (the "Period").

Third parties classified as vendors: With respect to servicing criteria
1122(d)(4)(i), the Company has engaged various vendors to handle certain Uniform
Commercial Code filing functions required by the servicing criteria ("vendors").
The Company has determined that none of the vendors is a "servicer" as defined
in Item 1101(j) of Regulation AB, and the Company elects to take responsibility
for assessing compliance with the portion of the servicing criteria applicable
to each vendor as permitted by Interpretation 17.06 of the SEC Division of
Corporation Finance Manual of Publicly Available Telephone Interpretations
("Interpretation 17.06"). The Company has policies and procedures in place to
provide reasonable assurance that each vendor's activities comply in all
material respects with the servicing criteria applicable to each vendor. The
Company is solely responsible for determining that it meets the SEC requirements
to apply Interpretation 17.06 for the vendors and related criteria.

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

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

2. The Company has assessed compliance with the Applicable Servicing Criteria,
including servicing criteria for which compliance is determined based on
Interpretation 17.06 as described above, as of and for the Period. In performing
this assessment, management used the criteria set forth by the Securities and
Exchange Commission in paragraph (d) of Item 1122 of Regulation AB.

3. Other than as identified on Schedule A hereto, as of and for the Period, the
Company was in material compliance with the Applicable Servicing Criteria. Any
material instances of noncompliance by a vendor of which the Company is aware
and any material deficiency in the Company's policies and procedures to monitor
vendors' compliance that the Company has identified is specified on Schedule A
hereto.

KPMG LLP, a registered public accounting firm, has issued an attestation
report with respect to the Company's foregoing assessment of compliance as of
and for the Period.

WELLS FARGO BANK, NATIONAL ASSOCIATION

By:/s/ Brian Bartlett
Brian Bartlett

Its:   Executive Vice President

Dated: March 1, 2007


(page)


(logo) WELLS FARGO

Corporate Trust Services
9062 Old Annapolis Road
Columbia, MD 21045-1951
410 884-2000
410 715-2380 Fax

Wells Fargo Bank, N.A.

Schedule A

Material Instances of Noncompliance by the Company

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

Material instances of Noncompliance by any Vendor

NONE

Material Deficiencies In Company's Policies and Procedures to Monitor Vendors'
Compliance

NONE





EX-33 (m)
(logo) WELLS FARGO

Wells Fargo Bank, N.A.
Document Custody
1015 10th Avenue SE
Minneapolis, MN 55414


Appendix I


ASSESSMENT OF COMPLIANCE WITH APPLICABLE SERVICING CRITERIA

Corporate Trust Services division of Wells Fargo Bank, National Association
(the "Company") is responsible for assessing compliance with the servicing
criteria set forth in Item 1122(d) of Regulation AB promulgated by the
Securities and Exchange Commission. The Company has determined that the
servicing criteria are applicable in regard to the servicing platform for the
period as follows:

Platform: Publicly-issued (i.e., transaction-level reporting required under
the Securities Exchange Act of 1934, as amended) residential mortgage-backed
securities and commercial mortgage-backed securities issued on or after January
1, 2006, for which the Company provides document custody services, excluding any
publicly issued transactions issued by any government sponsored entity (the
"Platform").

Applicable Servicing Criteria: The servicing criteria set forth in Item
1122(d)(4)(i) and 1122(d)(4)(ii), in regard to the activities performed by the
Company with respect to the Platform (the "Applicable Servicing Criteria"). The
Company has determined that all other servicing criteria set forth in Item
1122(d) are not applicable to the Platform.

Period: Twelve months ended December 31, 2006 (the "Period").

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

1. The Company is responsible for assessing the Company's compliance with
the Applicable Servicing Criteria as of and for the Period.

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

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

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


WELLS FARGO BANK, NATIONAL ASSOCIATION

By: /s/ Shari L. Gillund
Shari L. Gillund

Its: Senior Vice President

Dated: March 1, 2007





EX-33 (n)
(logo) ZC STERLING

ZC Sterling Corporation
210 Interstate North Parkway
Suite 400
Atlanta, GA 30339

Tel 770.690.8400
Fax 770.690.8240
http://www.zcsterling.com


Report on Assessment of Compliance with Securities and Exchange
Commission's Regulation AB Servicing Criteria

For the calendar year ending December 31 2006, or portion thereof (the
"Period"), ZC Sterling Insurance Agency, Inc. ("ZCSIA") has been a subcontractor
for Servicers identified in Appendix A.

The undersigned are Senior Vice Presidents of ZCSIA, have sufficient authority
to make the statements contained in this Assertion and are responsible for
assessing compliance with the servicing criteria applicable to ZCSIA. ZCSIA has
used the servicing criteria communicated to ZCSIA by the Servicer to assess
compliance with the applicable servicing criteria. Accordingly, servicing
criteria 1122 (d) 1(iv), 1122 (d) 2(vi), 1122 (d) 4(xi), 1122 (d) 4(xii), and
1122 (d) 4(xiii) are applicable to the activities performed by ZCSIA with
respect to the Platforms covered by this report. The remaining servicing
criteria set forth in Item 1122 (d) of the Securities and Exchange Commission's
Regulation AB are not applicable to the activities performed by ZCSIA with
respect to the Platform covered by this report. As a subcontractor for Servicer,
ZCSIA has determined that it complied in all material respects with the
servicing criteria listed below. ZCSIA engaged Ernst & Young, LLP ("E&Y"), a
registered public accounting firm, to review ZCSIA's assessment, and E&Y has
issued an attestation report on ZCSIA's assessment of compliance with the
applicable servicing criteria for the Period.

1. ZCSIA maintained a fidelity bond and errors & omissions policy in effect on
ZCSIA throughout the reporting period in the amount of coverage required by the
transaction agreements between the Servicer and ZCSIA (1122(d)((1)(iv)).

2. To the extent that ZCSIA prints checks for Servicer or otherwise has
Servicer's checks or check stock, unissued checks are safeguarded so as to
prevent unauthorized access (1122(d)(2)(vi)). [AS OF DECEMBER 31, 2006, THIS
PROVISION WILL APPLY ONLY FOR THE FOLLOWING SERVICERS: ABN Amro Mortgage Group,
Inc, Option One Mortgage Corporation, Sun Trust Mortgage, Inc., HomEq Servicing
Corporation, Wachovia Insurance Corporation, Wells Fargo Home Mortgage.


(page)


3. Payments made on behalf of Servicer's obligor for insurance premiums are made
on or before the related penalty or expiration dates, as indicated on the
appropriate bills or notices for such payments, provided that such support has
been received by the Servicer at least thirty (30) calendar days prior to these
dates, or such other number of days specified in the transaction agreements
between Servicer and ZCSIA (1122(d)(4)(xi)).

4. Any late payment penalties in connection with any payment for insurance to be
made on behalf of Servicer's obligor are paid from the Servicer's funds or
ZCSIA's funds and not charged to Servicer's obligor, unless the late payment was
due to the obligor's error or omission (1122(d)(4)(xii)).

5. File(s) provided to Servicer from which Servicer may make disbursements made
on behalf of Servicer's obligor are provided to Servicer on an accurate and
timely basis and the information thereon is subject to such controls as are
specified in the transaction agreements between Servicer and ZCSIA
(1122(d)(4)(xiii)).

Sincerely,
ZC STERLING INSURANCE AGENCY, INC.

By: /s/ Arthur J. Castner
Arthur J. Castner

Title: Senior Vice President - Hazard Operations

Date: February 20, 20007

By: /s/ James P. Novak
James P. Novak

Title: Senior Vice President & General Counsel

Date: February 20, 2007



2


(page)


Appendix A
The following is a list of Clients serviced on the ZC Sterling Integrated
Product Solution (ZIPS) Platform:

1. ABN Amro Mortgage Group, Inc.
2. Dovenmuehle Mortgage, Inc.
3. HomEq Servicing Corporation
4. Option One Mortgage Corporation
5. People's Choice Home Loan, Inc.
6. Sun Trust Mortgage, Inc.
7. Wachovia Insurance Agency (and its affiliates, including Wachovia Mortgage
   Corporation)
8. Wells Fargo Home Mortgage



3





EX-34 (b)
(logo) PRICEWATERHOUSECOOPERS

PricewaterhouseCoopers LLP
10 Tenth Street, Northwest
Suite 1400
Atlanta, GA 30309-3851
Telephone (678) 419 1000
Facsimile (678) 419 1239
www.pwc.com



Report of Independent Registered Public Accounting Firm


To the Shareholders and the Board of Directors of
Assurant, Inc.:

We have examined management's assertion, included in the accompanying
management's Report on Assessment of Compliance with 1122(d)(2)(vi) and
1122(d)(4)(xi) of Regulation AB Servicing Criteria, that American Security
Insurance Company, Standard Guaranty Insurance Company and Safeco Financial
Institution Solutions, Inc. (affiliates of Assurant Inc., collectively the
"Asserting Party") complied with the servicing criteria set forth in Item
1122(d) of the Securities and Exchange Commission's Regulation AB for all
mortgage loan-tracking transactions for which the Asserting Party served as a
Vendor on behalf of Servicers for such asset-backed securities transactions that
were registered after January 1, 2006 with the Securities and Exchange
Commission pursuant to the Securities Act of 1933 (the "Platform"), as of
December 31, 2006 and for the year then ended, excluding (i) criteria
1122(d)(1)(i) through 1122 (d)(1)(iv), 1122 (d)(2)(i) through 1122(d)(2)(v),
1122(d)(2)(vii), 1122(d)(3)(i) through 1122(d)(3)(iv), 1122(d)(4)(i) through
1122(d)(4)(x) and 1122(d)(4)(xiii) through 1122(d)(4)(xv), which the Asserting
Party has determined are not applicable to the activities performed by it with
respect to the Platform and (ii), criterion 1122(d)(4)(xii), which relates to
servicing activities that are applicable to the Platform, but are excluded from
the scope of management's assertion and are not reported on herein. Management
is responsible for the Company's compliance with the servicing criteria. Our
responsibility is to express an opinion on management's assertion based on our
examination.

Our examination was conducted in accordance with standards of the Public Company
Accounting Oversight Board (United States) and, accordingly, included examining,
on a test basis, evidence about the Company's compliance with the applicable
servicing criteria and performing such other procedures as we considered
necessary in the circumstances. Our examination included testing of selected
asset-backed transactions and securities that comprise the Platform, testing of
selected servicing activities related to the Platform, and determining whether
the Company processed those selected transactions and performed those selected
activities in compliance with the applicable servicing criteria. Our procedures
were limited to the selected transactions and servicing activities performed by
the Company during the period covered by this report. Our procedures were not
designed to detect noncompliance arising from errors that may have occurred
prior to or subsequent to our tests that may


1


(page)


have affected the balances or amounts calculated or reported by the Company
during the period covered by this report. We believe that our examination
provides a reasonable basis for our opinion. Our examination does not provide a
legal determination on the Company's compliance with the servicing criteria.

In our opinion, management's assertion that the Asserting Party complied with
the aforementioned applicable servicing criteria as of and for the year ended
December 31, 2006 for the Platform is fairly stated, in all material respects.

/s/ PricewaterhouseCoopers LLP

Atlanta, Georgia
February 23, 2007


2





EX-34 (c)
(logo) Deloitte

Deloitte & Touche LLP
JPMorgan Chase Tower
2200 Ross Avenue, Suite 1600
Dallas, TX 75201-6778
USA
Tel: +1 214 840 7000
www.deloitte.com

Report of Independent Registered Public Accounting Firm

Board of Directors and Shareholders
EMC Mortgage Corporation

We have examined management's assertion, included in the accompanying
Certification Regarding Compliance with Applicable Servicing Criteria, that EMC
Mortgage Corporation (the Company) complied with the servicing criteria set
forth in Item 1122 (d) of the Securities and Exchange Commission's Regulation AB
for the asset-backed securities transactions for which EMC acted as servicer
involving residential mortgage loans, that were completed on or after January 1,
2006, and that were registered with the Securities and Exchange Commission
pursuant in the Securities Act of 1933 (the Platform) as of and for the year
ended December 31, 2006, excluding criteria 1122 (d)(1)(iii), (d)(3)(i)C,
(d)(4)(xi) and (d)(4)(xii) which management has determined are not applicable to
the activities performed by the Company with respect to the Platform. Management
is responsible for the Company's compliance with the servicing criteria. Our
responsibility is to express an opinion on management's assertion about the
Company's compliance with the servicing criteria based on our examination.

Our examination was conducted in accordance with attestation standards
established by the American Institute of Certified Public Accountants, as
adopted by the Public Company Accounting Oversight Board (United States) and,
accordingly, included examining, on a test basis, evidence about the Company's
compliance with the applicable servicing criteria, including tests on a sample
basis of the servicing activities related to the Platform, determining whether
the Company performed those selected activities in compliance with the servicing
criteria during the specified period and performing such other procedures as we
considered necessary in the circumstances. Our procedures were limited to
selected servicing activities performed by the Company during the period covered
by this report and, accordingly, such samples may not have included servicing
activities related to each asset-backed transaction included in the Platform.
Further, an examination is not designed to detect noncompliance arising from
errors that may have occurred prior to the period specified above that may have
affected the balances or amounts calculated or reported by the Company during
the period covered by this report. We believe that our examination provides a
reasonable basis for our opinion. Our examination does not provide a legal
determination on the Company's compliance with the servicing criteria.

In our opinion, management's assertion that the Company complied with the
aforementioned applicable servicing criteria as of and for the year ended
December 31, 2006 for the asset-backed securities transactions for which EMC
acted as servicer involving residential mortgage loans, that were completed on
or after January 1, 2006, and that were registered with the Securities and
Exchange Commission pursuant to the Securities Act of 1933 is fairly stated, in
all material respects.

/s/ Deloitte & Touch LLP

March 12, 2007


Member of
Deloitte Touche Tohmatsu





EX-34 (g)
(logo) Grant Thornton
Accountants and Business Advisors



REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM


Board of Directors and Shareholders
LandAmerica Tax and Flood Services, Inc.

We have examined management's assertion, included in the accompanying Report on
Assessment of Compliance with Regulation AB Servicing Criteria ("Management's
Report"), that LandAmerica Tax and Flood Services, Inc. (the "Company") complied
with the servicing criteria set forth in Item 1122(d) of the U.S. Securities and
Exchange Commission's Regulation AB for the residential mortgage backed
securities for which the Company served as third-party property tax payment
provider on the underlying collateral (the "Platform") as of and for the year
ended December 31, 2006, excluding criteria 1122(d)(1)(i)-(iv),
1122(d)(2)(i)-(vii), 1122(d)(3)(i)-(iv), 1122(d)(4)(i)-(x) and
1122(d)(4)(xiii)-(xv), which management has determined are not applicable to the
activities performed by the Company with respect to the Platform. Management is
responsible for the Company's compliance with the applicable servicing criteria.
Our responsibility is to express an opinion on management's assertion about the
Company's compliance with the applicable servicing criteria for the Platform
based on our examination.

Our examination was conducted in accordance with the standards of the Public
Company Accounting Oversight Board (United States) and, accordingly, included
examining, on a test basis, evidence about the Company's compliance with the
applicable servicing criteria for the Platform and performing such other
procedures as we considered necessary in the circumstances. Our examination
included testing selected asset-backed transactions and securities constituting
the Platform and evaluating whether the Company performed servicing activities
related to those transactions and securities in compliance with the applicable
servicing criteria for the period covered by this report. Accordingly, our
testing may not have included servicing activities related to each asset-backed
transaction or security constituting the Platform. Further, our examination was
not designed to detect material noncompliance that may have occurred prior to
the period covered by this report and that may have affected the Company's
servicing activities during the period covered by this report. We believe that
our examination provides a reasonable basis for our opinion. Our examination
does not provide a legal determination on the Company's compliance with the
applicable servicing criteria.

In our opinion, management's assertion that LandAmerica Tax and Flood Services,
Inc. complied with the aforementioned applicable servicing criteria as of and
for the year ended December 31, 2006 is fairly stated, in all material respects.

/s/ Grant Thorton LLP

Irvine, CA
February 20, 2007



18400 Von Karman Avenue
Suite 900
Irvine, CA 92612-0525
T 949.553.1600
F 949.553.0168
W www.grantthornton.com

Grant Thornton LLP
US member of Grant Thornton International





EX-34 (h)
(logo) KPMG

KPMG LLP
1601 Market Street
Philadelphia, PA 19103-2499


Report of Independent Registered Public Accounting Firm

The Board of Members
Regulus Group LLC:

We have examined management's assessment for those customers that
management has informed us have requested confirmation of compliance, included
in the accompanying Report on Assessment of Compliance with Regulation AB
Servicing Criteria, that Regulus Group LLC complied with the servicing criteria
set forth in Item 1122(d)(2)(i) and 1122(d)(4)(iv) of the Securities and
Exchange Commission's Regulation AB for remittance processing services to those
issuers of asset backed securities and servicers of loan and/or receivables
portfolios that include pool assets for asset backed securities transactions
(the Platform) as of and for the year ended December 31, 2006. Regulus Group LLC
has determined that the remainder of the servicing criteria are not applicable
to the activities it performs with respect to the Platform as of and for the
year ended December 31, 2006. Management is responsible for the Company's
compliance with those servicing criteria. Our responsibility is to express an
opinion on management's assessment about the Company's compliance based on our
examination.

Our examination was conducted in accordance with the standards of the
Public Company Accounting Oversight Board (United States) and, accordingly,
included examining, on a test basis, evidence about the Company's compliance
with the servicing criteria specified above and performing such other procedures
as we considered necessary in the circumstances. Our examination included
testing of less than all of the individual asset-backed transactions and
securities that comprise the Platform, testing of less than all of the servicing
activities related to the Platform, and determining whether the Company
processed those selected transactions and performed those selected activities in
compliance with the servicing criteria. Furthermore, our procedures were limited
to the selected transactions and servicing activities performed by the Company
during the period covered by this report. Our procedures were not designed to
determine whether errors may have occurred either prior to or subsequent to our
tests that may have affected the balances or amounts calculated or reported by
the Company during the period covered by this report for the selected
transactions or any other transactions. We believe that our examination provides
a reasonable basis for our opinion. Our examination does not provide a legal
determination on the Company's compliance with the servicing criteria.

In our opinion, management's assessment that the Company complied with the
aforementioned servicing criteria as of and for the year ended December 31, 2006
is fairly stated, in all material respects.


/s/ KPMG LLP


Philadelphia, PA
February 22, 2007


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





EX-34 (j)
(logo) KPMG

KPMG LLP
2500 Ruan Center
666 Grand Avenue
Des Moines, IA 50309


Report of Independent Registered Public Accounting Firm

The Board of Directors
Wells Fargo Bank, N.A.:

We have examined Wells Fargo Bank, N.A.'s (the Company) compliance with the
servicing criteria set forth in Item 1122(d) of the Securities and Exchange
Commission's Regulation AB for its primary servicing of residential mortgage
loans by its Wells Fargo Home Mortgage division, other than the servicing of
such loans for Freddie Mac, Fannie Mae, Ginnie Mae, state and local government
bond programs, or a Federal Home Loan Bank (the Platform), except for servicing
criteria 1122(d)(1)(iii) and 1122(d)(4)(xv), which the Company has determined
are not applicable to the activities it performs with respect to the Platform,
as of and for the year ended December 31, 2006. Management is responsible for
the Company's compliance with those servicing criteria. Our responsibility is to
express an opinion on the Company's compliance based on our examination.

Our examination was conducted in accordance with the standards of the Public
Company Accounting Oversight Board (United States) and, accordingly, included
examining, on a test basis, evidence about the Company's compliance with the
servicing criteria specified above and performing such other procedures as we
considered necessary in the circumstances. Our examination included testing of
less than all of the individual asset-backed transactions and securities that
comprise the Platform, testing of less than all of the servicing activities
related to the Platform, and determining whether the Company processed those
selected transactions and performed those selected activities in compliance with
the servicing criteria. Furthermore, our procedures were limited to the selected
transactions and servicing activities performed by the Company during the period
covered by this report. Our procedures were not designed to determine whether
errors may have occurred either prior to or subsequent to our tests that may
have affected the balances or amounts calculated or reported by the Company
during the period covered by this report for the selected transactions or any
other transactions. We believe that our examination provides a reasonable basis
for our opinion. Our examination does not provide a legal determination on the
Company's compliance with the servicing criteria.

Our examination disclosed the following instances of material noncompliance with
certain servicing criteria applicable to the Company during the year ended
December 31, 2006:

1. 1122(d)(3)(i) - Delinquency Reporting - The Company provided incomplete data
   to some third parties who use such data to calculate delinquency ratios and
   determine the status of loans with respect to bankruptcy, foreclosure or real
   estate owned. Instead of the actual due date being provided for use in
   calculating delinquencies, the date of the first payment due to the security
   was provided.

2. 1122(d)(4)(vii) - Notification of Intent to Foreclose - The Company, as
   required by certain servicing agreements, did not provide investors with
   prior notification of intent to foreclose.


(page)


(logo) KPMG

As described in the accompanying 2006 Certification Regarding Compliance with
Applicable Servicing Criteria, for servicing criteria 1122(d)(2)(i),
1122(d)(2)(vi), 1122(d)(4)(iv), 1122(d)(4)(xi), and 1122(d)(4)(xiii), the
Company has engaged various vendors to perform the activities required by these
servicing criteria. The Company has determined that these vendors are not
considered "servicers" as defined in Item 1101(j) of Regulation AB, and the
Company has elected to take responsibility for assessing compliance with the
servicing criteria applicable to each vendor as permitted by Interpretation
17.06 of the SEC Division of Corporation Finance Manual of Publicly Available
Telephone Interpretations ("Interpretation 17.06"), with the exception of those
vendors who have provided their own reports on assessment of compliance with
servicing criteria to the Company, for which the Company does not take such
responsibility. As permitted by Interpretation 17.06, the Company has asserted
that it has policies and procedures in place designed to provide reasonable
assurance that the vendors' activities comply in all material respects with the
servicing criteria applicable to each vendor. The Company is solely responsible
for determining that it meets the SEC requirements to apply Interpretation 17.06
for the vendors and related criteria as described in its assertion, and we
performed no procedures with respect to the Company's eligibility to apply
Interpretation 17.06.


In our opinion, except for the instances of material noncompliance described
above, the Company complied, in all material respects, with the aforementioned
servicing criteria as of and for the year ended December 31, 2006.


/s/ KPMG LLP

Des Moines, Iowa
March 1, 2007


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





EX-34 (k)
(logo) KPMG

KPMG LLP
303 East Wacker Drive
Chicago, IL 60801-5212

Report of Independent Registered Public Accounting Firm

The Board of Directors
The Corporate Trust Services division of Wells Fargo Bank, National Association:

We have examined the compliance of the Corporate Trust Services division of
Wells Fargo Bank, National Association (the Company) with the servicing criteria
set forth in Item 1122(d) of the Securities and Exchange Commission's Regulation
AB for publicly-issued (i.e., transaction-level reporting initially required
under the Securities Exchange Act of 1934, as amended) residential
mortgage-backed securities, commercial mortgage-backed securities and other
asset-backed securities, for which the Company provides master servicing,
trustee, securities administration or paying agent services, excluding
transactions issued by any agency or instrumentality of the U.S. government or
any government sponsored entity (the Platform), except for servicing criteria
1122(d)(1)(iii), 1122(d)(4)(ii), 1122(d)(4)(iv), 1122(d)(4)(v),
1122(d)(4)(viii), 1122(d)(4)(ix), 1122(d)(4)(x), 1122(d)(4)(xi),
1122(d)(4)(xii) and 1122(d)(4)(xiii), which the Company has determined are not
applicable to the activities it performs with respect to the Platform, as of and
for the twelve months ended December 31, 2006. Management is responsible for the
Company's compliance with those servicing criteria. Our responsibility is to
express an opinion on management's assertion about the Company's compliance
based on our examination.

Our examination was conducted in accordance with the standards of the Public
Company Accounting Oversight Board (United States) and, accordingly, included
examining, on a test basis, evidence about the Company's compliance with the
servicing criteria specified above and performing such other procedures as we
considered necessary in the circumstances. Our examination included testing of
less than all of the individual asset-backed transactions and securities that
comprise the Platform, testing of less than all of the servicing activities
related to the Platform, and determining whether the Company processed those
selected transactions and performed those selected activities in compliance with
the servicing criteria. Furthermore, our procedures were limited to the selected
transactions and servicing activities performed by the Company during the period
covered by this report. Our procedures were not designed to determine whether
errors may have occurred either prior to or subsequent to our tests that may
have affected the balances or amounts calculated or reported by the Company
during the period covered by this report for the selected transactions or any
other transactions. We believe that our examination provides a reasonable basis
for our opinion. Our examination does not provide a legal determination on the
Company's compliance with the servicing criteria.

As described in the accompanying management's Assessment of Compliance With
Applicable Servicing Criteria, for servicing criteria 1122(d)(4)(i), the Company
has engaged various vendors to perform the activities required by these
servicing criteria. The Company has determined that these vendors are not
considered a "servicer" as defined in Item 1101(j) of Regulation AB, and the
Company has elected to take responsibility for assessing compliance with the
servicing criteria applicable to each vendor as permitted by Interpretation
17.06 of the SEC Division of Corporation Finance Manual of Publicly Available
Telephone Interpretations ("Interpretation 17.06"). As permitted by
Interpretation 17.06, the Company has asserted that it has policies and

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

(page)

(logo) KPMG

procedures in place designed to provide assurance that the vendors' activities
comply in all material respects with the servicing criteria applicable to each
vendor. The Company is solely responsible for determining that it meets the SEC
requirements to apply Interpretation 17.06 for the vendors and related criteria
as described in its assertion, and we performed no procedures with respect to
the Company's eligibility to apply Interpretation 17.06.

Our examination disclosed material noncompliance with criterion 1122(d)(3)(i),
as applicable to the Company during the twelve months ended December 31, 2006.
Certain monthly investor or remittance reports included errors in the
calculation and/or the reporting of delinquencies for the pool assets.

In our opinion, except for the material non-compliance described above, the
Company complied, in all material respects, with the aforementioned servicing
criteria, including servicing criteria for which compliance is determined based
on Interpretation 17.06 as discussed above, as of and for the twelve months
ended December 31, 2006.

/s/ KPMG LLP

Chicago, IL 60601
March 1, 2007





EX-34 (l)
(logo) KPMG

KPMG LLP
303 East Wacker Drive
Chicago, IL 60801-5212

Report of Independent Registered Public Accounting Firm

The Board of Directors
The Corporate Trust Services division of Wells Fargo Bank, National Association:

We have examined the compliance of the Corporate Trust Services division of
Wells Fargo Bank, National Association (the Company) with the servicing criteria
set forth in Item 1122(d) of the Securities and Exchange Commission's Regulation
AB for publicly-issued (i.e., transaction-level reporting initially required
under the Securities Exchange Act of 1934, as amended) residential
mortgage-backed securities, commercial mortgage-backed securities and other
asset-backed securities, for which the Company provides master servicing,
trustee, securities administration or paying agent services, excluding
transactions issued by any agency or instrumentality of the U.S. government or
any government sponsored entity (the Platform), except for servicing criteria
1122(d)(1)(iii), 1122(d)(4)(ii), 1122(d)(4)(iv), 1122(d)(4)(v),
1122(d)(4)(viii), 1122(d)(4)(ix), 1122(d)(4)(x), 1122(d)(4)(xi),
1122(d)(4)(xii) and 1122(d)(4)(xiii), which the Company has determined are not
applicable to the activities it performs with respect to the Platform, as of and
for the twelve months ended December 31, 2006. Management is responsible for the
Company's compliance with those servicing criteria. Our responsibility is to
express an opinion on management's assertion about the Company's compliance
based on our examination.

Our examination was conducted in accordance with the standards of the Public
Company Accounting Oversight Board (United States) and, accordingly, included
examining, on a test basis, evidence about the Company's compliance with the
servicing criteria specified above and performing such other procedures as we
considered necessary in the circumstances. Our examination included testing of
less than all of the individual asset-backed transactions and securities that
comprise the Platform, testing of less than all of the servicing activities
related to the Platform, and determining whether the Company processed those
selected transactions and performed those selected activities in compliance with
the servicing criteria. Furthermore, our procedures were limited to the selected
transactions and servicing activities performed by the Company during the period
covered by this report. Our procedures were not designed to determine whether
errors may have occurred either prior to or subsequent to our tests that may
have affected the balances or amounts calculated or reported by the Company
during the period covered by this report for the selected transactions or any
other transactions. We believe that our examination provides a reasonable basis
for our opinion. Our examination does not provide a legal determination on the
Company's compliance with the servicing criteria.

As described in the accompanying management's Assessment of Compliance With
Applicable Servicing Criteria, for servicing criteria 1122(d)(4)(i), the Company
has engaged various vendors to perform the activities required by these
servicing criteria. The Company has determined that these vendors are not
considered a "servicer" as defined in Item 1101(j) of Regulation AB, and the
Company has elected to take responsibility for assessing compliance with the
servicing criteria applicable to each vendor as permitted by Interpretation
17.06 of the SEC Division of Corporation Finance Manual of Publicly Available
Telephone Interpretations ("Interpretation 17.06"). As permitted by
Interpretation 17.06, the Company has asserted that it has policies and

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

(page)

(logo) KPMG

procedures in place designed to provide assurance that the vendors' activities
comply in all material respects with the servicing criteria applicable to each
vendor. The Company is solely responsible for determining that it meets the SEC
requirements to apply Interpretation 17.06 for the vendors and related criteria
as described in its assertion, and we performed no procedures with respect to
the Company's eligibility to apply Interpretation 17.06.

Our examination disclosed material noncompliance with criterion 1122(d)(3)(i),
as applicable to the Company during the twelve months ended December 31, 2006.
Certain monthly investor or remittance reports included errors in the
calculation and/or the reporting of delinquencies for the pool assets.

In our opinion, except for the material non-compliance described above, the
Company complied, in all material respects, with the aforementioned servicing
criteria, including servicing criteria for which compliance is determined based
on Interpretation 17.06 as discussed above, as of and for the twelve months
ended December 31, 2006.

/s/ KPMG LLP

Chicago, IL 60601
March 1, 2007





EX-34 (m)
(logo) KPMG

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

Report of Independent Registered Public Accounting Firm

The Board of Directors
The Corporate Trust Services division of Wells Fargo Bank National Association:

We have examined management's assertion, included in the accompanying Appendix
I, that the Document Custody section of the Corporate Trust Services division of
Wells Fargo Bank National Association complied with the servicing criteria set
forth in Item 1122(d) of the Securities and Exchange Commission's Regulation AB
for publicly-issued (i.e., transaction-level reporting required under the
Securities Exchange Act of 1934, as amended) residential mortgage-backed
securities and commercial mortgage-backed securities issued on or after January
1, 2006 for which the Company provides document custody services, excluding any
publicly issued transactions issued by any government sponsored entity (the
Platform) as of and for the twelve months ended December 31, 2006. Management
has determined that servicing criteria 1122(d)(4)(i) and 1122(d)(4)(ii) are
applicable to the activities it performs with respect to the Platform, and that
all other servicing criteria set forth in Item 1122(d) are not applicable to the
document custody services provided by the Company with respect to the Platform.
Management is responsible for the Company's compliance with those servicing
criteria. Our responsibility is to express an opinion on management's assertion
about the Company's compliance based on our examination.

Our examination was conducted in accordance with the standards of the Public
Company Accounting Oversight Board (United States) and, accordingly, included
examining, on a test basis, evidence about the Company's compliance with the
servicing criteria specified above and performing such other procedures as we
considered necessary in the circumstances. Our examination included testing of
less than all of the individual asset-backed transactions and securities that
comprise the Platform, testing of less than all of the servicing activities
related to the Platform, and determining whether the Company processed those
selected transactions and performed those selected activities in compliance with
the servicing criteria. Furthermore, our procedures were limited to the selected
transactions and servicing activities performed by the Company during the period
covered by this report. Our procedures were not designed to determine whether
errors may have occurred either prior to or subsequent to our tests that may
have affected the balances or amounts calculated or reported by the Company
during the period covered by this report for the selected transactions or any
other transactions. We believe that our examination provides a reasonable basis
for our opinion. Our examination does not provide a legal determination on the
Company's compliance with the servicing criteria.

In our opinion, management's assertion that the Company complied with the
aforementioned servicing criteria as of and for the period ended December 31,
2006 is fairly stated, in all material respects.

/s/ KPMG LLP

Chicago, Illinois
March 1, 2007

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





EX-34 (n)
(logo) ERNST & YOUNG


Ernst & Young LLP
Suite 2800
600 Peachtree Street
Atlanta, Georgia 30308-2215

Phone: (404) 874-8300
www.ey.com

Report of Independent Registered Public Accounting Firm

We have examined management's assertion, included in the accompanying Report on
Assessment of Compliance with Securities and Exchange Commission's Regulation AB
Servicing Criteria, that ZC Sterling Insurance Agency, Inc. (the Company)
complied with certain servicing criteria set forth in Item 1122(d) of the
Securities and Exchange Commission's Regulation AB for the ZC Sterling
Integrated Product Solution (ZIPS) hazard insurance outsourcing Platform
(Platform) as of and for the year ended December 31, 2006. The Company has
determined that only certain servicing criteria 1122 (d) 1(iv), 1122 (d) 2(vi),
1122 (d) 4(xi), 1122 (d) 4(xii), and 1122 (d) 4(xiii) are applicable to the
activities performed by them with respect to the Platform covered by this
report. The Company has determined that the remaining servicing criteria set
forth in Item 1122(d) of the Securities and Exchange Commission's Regulation AB
are not applicable to the activities performed by them with respect to the
Platform covered by this report. See Appendix A of management's assertion for
the Platform covered by this report. Management is responsible for the Company's
compliance with those servicing criteria, Our responsibility is to express an
opinion on management's assertion about the Company's compliance with the
servicing criteria based on our examination.

Our examination was conducted in accordance with standards of the Public Company
Accounting Oversight Board (United States) and, accordingly, included examining,
on a test basis, evidence about the Company's compliance with the applicable
servicing criteria and performing such other procedures as we considered
necessary in the circumstances. Our examination included testing of less than
all of the servicing activities related to the Platform, and determining whether
the Company performed those selected activities in compliance with the servicing
criteria. Furthermore, our procedures were limited to the servicing activities
performed by the Company during the period covered by this report. Our
procedures were not designed to determine whether errors may have occurred
either prior to or subsequent to our tests that may have affected the balances
or amounts calculated or reported by the Company during the period covered by
this report for the Platform. We believe that our examination provides a
reasonable basis for our opinion. Our examination does not provide a legal
determination on the Company's compliance with the servicing criteria.

In our opinion, management's assertion that the Company complied with the
aforementioned servicing criteria as of and for the year ended December 31, 2006
for the ZIPS Platform is fairly stated, in all material respects.

/s/ Ernst & Young LLP

February 20, 2007


A Member Practice of Ernst & Young Global





EX-35 (c)
(logo) EMC
Mortgage Corporation
Proven Performance

ITEM 1123 ANNUAL STATEMENT OF COMPLIANCE

EMC MORTGAGE CORPORATION

I, John Vella, President and Chief Executive Officer of EMC Mortgage Corporation
("EMC") as servicer pursuant to the BEAR STEARNS ASSET BACKED SECURITIES I TRUST
2006-AC2 Agreement (the "Agreement") hereby certify that:


1.   A review of EMC's activities during the period from and including January
     1, 2006 through and including December 31, 2006 (the ""Reporting Period")
     and EMC's performance under the Agreement has been made under my
     supervision.

2.   To the best of my knowledge, based on such review, EMC has fulfilled all of
     its obligations under the Agreement in all material respects throughout the
     Reporting Period.

IN WITNESS WHEREOF, the undersigned has duly executed this Certificate this 12th
day of March 2007.

BY: /s/ John A. Vella
John A. Vella
President and Chief Executive Officer



2780 Lake Vista Drive, Lewisville, Texas 75067
Mailing Address: P.O. Box 1292190 Lewisville, Texas 75029-2190

(logo) MBA
Member
Mortgage Bankers
Association of America





EX-35 (j)
(logo) WELLS FARGO HOME MORTGAGE

Wells Fargo Home Mortgage
One Home Campus
Des Moines,IA 50328-0001



Wells Fargo Bank, N.A.
Servicer Compliance Statement


1. I, John B. Brown, Senior Vice President of Wells Fargo Bank, N.A. ("Wells
Fargo") hereby state that a review of the activities of Wells Fargo during the
calendar year 2006 and of Wells Fargo's performance under the servicing
agreement(s) listed on the attached Exhibit A (the "Servicing Agreement(s)") has
been made under my supervision.

2. To the best of my knowledge, based on such review , Wells Fargo has fulfilled
all of its obligations under the Servicing Agreement(s) in all material respects
throughout 2006.


/s/ John B. Brown
John B. Brown
Senior Vice President
Wells Fargo Bank, N.A.

March 1, 2007


Wells Fargo Home Mortgage
is a division of Wells Fargo Bank, N.A.


(page)


EXHIBIT A

<TABLE>
<CAPTION>
                                              MASTER
                                        SERVICER/TRUSTEE
CLIENT  INV#             INV                               DEAL NAME
<S>     <C>     <C>                     <C>               <C>

708     349     WELLS FARGO HE TRUST    WELLS FARGO CTS    WFHET 2006-2
708     B80     WELLS FARGO HE TRUST    WELLS FARGO CTS    WFHET 2005-4
708     B84     WELLS FARGO HE TRUST    WELLS FARGO CTS    WFHET 2006-1
708     J82     WELLS FARGO HE TRUST    WELLS FARGO CTS    WFHET 2004-1
708     L65     WELLS FARGO HE TRUST    WELLS FARGO CTS    WFHET 2005-1
708     M46     WELLS FARGO HE TRUST    WELLS FARGO CTS    WFHET 2005-3
708     M72     WELLS FARGO HE TRUST    WELLS FARGO CTS    WFHET 2005-2
708     N33     WELLS FARGO HE TRUST    WELLS FARGO CTS    WFHET 2004-2


(page)


106     800     NOMURA PMSR     WELLS FARGO CTS   NAAC 2005-AP1
106     801     NOMURA PMSR     WELLS FARGO CTS   NAAC 2004-AP3
106     802     NOMURA PMSR     WELLS FARGO CTS   NAAC 2005-AP3
106     810     NOMURA PMSR     WELLS FARGO CTS   NAAC 2005-AP2
106     811     NOMURA PMSR     WELLS FARGO CTS   NAAC 2005-AP3
106     812     NOMURA PMSR     WELLS FARGO CTS   NAAC 2005-AR3
106     813     NOMURA PMSR     WELLS FARGO CTS   NAAC 2005-AR4
106     814     NOMURA PMSR     WELLS FARGO CTS   NAAC 2005-AR5
106     815     NOMURA PMSR     WELLS FARGO CTS   NAAC 2006-AP1
106     816     NOMURA PMSR     WELLS FARGO CTS   NHELI 2006-HEI
106     817     NOMURA PMSR     WELLS FARGO CTS   2005-AR6
106     818     NOMURA PMSR     WELLS FARGO CTS   2006-AR1
106     819     NOMURA PMSR     WELLS FARGO CTS   NAAC 2006-AR2
106     821     NOMURA PMSR     WELLS FARGO CTS   NAAC 2006-AF1
106     822     NOMURA PMSR     WELLS FARGO CTS   NAAC 2006-AF2
708     232     NOMURA          WELLS FARGO CTS   NAAC 2004-R2
708     362     NOMURA          WELLS FARGO CTS   NHELI 2006-WF1
708     392     NOMURA          WELLS FARGO CTS   NHELI 2006-HE3
708     451     NOMURA          WELLS FARGO CTS   NAAC 2006-WF1
708     826     NORMURA         WELLS FARGO CTS   NHEL 2006-AF1
708     L46     NOMURA          WELLS FARGO CTS   NAAC 2005-WF1
708     M50     NOMURA          WELLS FARGO CTS   NAAC 2005-AP3


(page)


472     B35     BANK OF AMERICA   SERV                  BAFC 2006-A
472     L63     BANK OF AMERICA   SERV                  BAFC 2005-D
591     J78     BANK OF AMERICA   WFB MASTER SERVICING  BAFC 2004-1
591     M01     BANK OF AMERICA   WFB MASTER SERVICING  ABFC 2002-W1
591     M07     BANK OF AMERICA   WFB MASTER SERVICING  ABFC 2002-WF2
591     P45     BANK OF AMERICA   WFB MASTER SERVICING  BAFC 2003-1
708     366     BANK OF AMERICA   SERV                  BAFC 2006-4 SS#RB16
708     846-001 BANK OF AMERICA   MASTERSERV            BAFC 2006-I
708     849-001 BANK OF AMERICA   SERV                  BAFC 2006-J
708     B15     BANK OF AMERICA   SERV                  BAFC 2006-1
708     B30     BANK OF AMERICA   SERV                  BAFC 2005-07
708     B32     BANK OF AMERICA   SERV                  BAFC 2006-D
708     B35     BANK OF AMERICA   SERV                  BAFC 2006-A
708     B42     BANK OF AMERICA   SERV                  BAFC 2006-2
708     B50     BANK OF AMERICA   SERV                  BAFC 2006-3
708     B65     BANK OF AMERICA   SERV                  BAFC 2005-8
708     B83     BANK OF AMERICA   SERV                  BAFC 2006-F
708     L16     BANK OF AMERICA   SERV                  BAFC 2005-2
708     L29     BANK OF AMERICA   SERV                  ABFC 2005-WF1
708     L51     BANK OF AMERICA   SERV                  BAFC 2005-3
708     L63     BANK OF AMERICA   SERV                  BAFC 2005-D
708     L73     BANK OF AMERICA   WFB MASTER SERVICING  BAFC 2005-E
708     M36     BANK OF AMERICA   WFB MASTER SERVICING  BAFC 2005-6 SS#R964
708     M76     BANK OF AMERICA   SERV                  BAFC 2005-05 SS#R919
708     P24     BANK OF AMERICA   WFB MASTER SERVICING  ABFC 2003-WF1


(page)


472     H62     COUNTRYWIDE     WFB MASTER SERVICING    FNMA 2002-W1
685     H62     COUNTRYWIDE     WFB MASTER SERVICING    FNMA 2002-W1


(page)


106     300     CSMC            WELLS FARGO CTS         PMSR CSFB 2003-29
106     301     CSMC            WELLS FARGO CTS         PMSR CSFB 2003-25
106     302     CSMC            WELLS FARGO CTS         PMSR CSFB 2003-27
106     303     CSMC            WELLS FARGO CTS         PMSR CSFB 2004-1
106     305     CSMC            WELLS FARGO CTS         PMSR CSFB 2004-AR1
106     306     CSMC            WELLS FARGO CTS         PMSR CSFB 2004-AR2
106     307     CSMC            WELLS FARGO CTS         PMSR CSFB 2004-AR3
106     308     CSMC            WELLS FARGO CTS         PMSR CSFB 2004-AR4
106     309     CSMC            WELLS FARGO CTS         PMSR CSFB 2004-4
106     311     CSMC            WELLS FARGO CTS         CSFB 2004-AR6
106     314     CSMC            WELLS FARGO CTS         CSFB 2004-5
106     315     CSMC            WELLS FARGO CTS         PMSR CSFB 2004-ARMT 1
106     316     CSMC            WELLS FARGO CTS         PMSR CSFB 2004-8
106     319     CSMC            WELLS FARGO CTS         PMSR CSFB ARMT 2004-3
106     321     CSMC            WELLS FARGO CTS         PMSR CSFB 2004-6
106     322     CSMC            WELLS FARGO CTS         PMSR CSFB 2004-7
106     324     CSMC            WELLS FARGO CTS         PMSR ARMT 2004-5
106     326     CSMC            WELLS FARGO CTS         PMSR CSFB 2005-1
106     327     CSMC            WELLS FARGO CTS         PMSR CSFB 2005-2
106     331     CSMC            WELLS FARGO CTS         PMSR CSFB 2005-4
106     332     CSMC            WELLS FARGO CTS         2004-AR1
106     333     CSMC            WELLS FARGO CTS         2004-AR2
106     334     CSMC            WELLS FARGO CTS         2004-AR3
106     335     CSMC            WELLS FARGO CTS         2004-AR4
106     336     CSMC            WELLS FARGO CTS         PMSR ARMT 2005-3
106     337     CSMC            WELLS FARGO CTS         PMSR ARMT 2005-4
106     345     CSMC            WELLS FARGO CTS         CSFB 2003-19
106     347     CSMC            WELLS FARGO CTS         PMSR ARMT 2005-5
106     348     CSMC            WELLS FARGO CTS         PMSR CSFB 2005-5
106     352     CSMC            WELLS FARGO CTS         PMSR CSFB 2005-6
106     353     CSMC            WELLS FARGO CTS         PMSR CSFB 2005-6
106     354     CSMC            WELLS FARGO CTS         PMSR CSFB 2004-3
106     355     CSMC            WELLS FARGO CTS         PMSR ARMT 2005-6A
106     357     CSMC            WELLS FARGO CTS         PMSR CSFB 2005-7
106     362     CSMC            WELLS FARGO CTS         PMSR CSFB 2003-21
106     363     CSMC            WELLS FARGO CTS         PMSR ARMT 2005-9
106     364     CSMC            WELLS FARGO CTS         CSFB PMSR 2005-8
106     365     CSMC            WELLS FARGO CTS         PMSR 2003-AR30
106     369     CSMC            WELLS FARGO CTS         PMSR 2005-9
106     374     CSMC            WELLS FARGO CTS         PMSR CSMC 2005-11
106     379     CSMC            WELLS FARGO CTS         CSMC PMSR 2006-2
106     383     CSMC            WELLS FARGO CTS         CSMC 2003-AR30
106     384     CSMC            WELLS FARGO CTS         CSAB 2006-1
106     402     CSMC            WELLS FARGO CTS         CSMC 2006-6
106     403     CSMC            WELLS FARGO CTS         ARMT 2006-3
106     405     CSMC            WELLS FARGO CTS         CSFB 2005-12
106     408     CSMC            WELLS FARGO CTS         CSMC 2006-8
106     409     CSMC            WELLS FARGO CTS         CSAB 2006-2
106     508     CSMC            WELLS FARGO CTS         2004-CF2
106     519     CSMC            WELLS FARGO CTS         CSFB 2005-1
106     526     CSMC            WELLS FARGO CTS         CSFB 2005-3
106     536     CSMC            WELLS FARGO CTS         CSFB 2005-6
106     542     CSMC            WELLS FARGO CTS         CSFB 2005-7


(page)


106     544     CSMC            WELLS FARGO CTS         CSFB 2005-8
106     551     CSMC            WELLS FARGO CTS         CSFB 2005-10
106     577     CSMC            WELLS FARGO CTS         CSMC 2006-8a
106     L62     CSMC            WELLS FARGO CTS         CSFB 2003-27
106     L70     CSMC            WELLS FARGO CTS         CSFB 2003-21
106     L76     CSMC            WELLS FARGO CTS         CSFB 2003-23
106     L81     CSMC            WELLS FARGO CTS         CSFB 2004-3
591     M64     CSMC            WELLS FARGO CTS         CSFB 2005-8
708     281     CSMC            WELLS FARGO CTS         FNT  2001-3 CALL DEAL
708     820     CSMC            WELLS FARGO CTS         CSMC 2006-8
708     821     CSMC            WELLS FARGO CTS         SEE  CAT
708     827     CSMC            WELLS FARGO CTS         CSMC 2006-9
708     829     CSMC            WELLS FARGO CTS         CSAB 2006-3
708     839     CSMC            WELLS FARGO CTS         CSAB-2006-4
708     B49     CSMC            WELLS FARGO CTS         CSFB 2005-12
708     M64     CSMC            WELLS FARGO CTS         CSFB 2005-8
708     M86     CSMC            WELLS FARGO CTS         CSFB 2005-9


(page)


106     S50     DEUTSCHE BANK SUB       WELLS FARGO CTS  ACE 2004-HE3
106     S51     DEUTSCHE BANK SUB       WELLS FARGO CTS  ACE 2005-SD2
106     S52     DEUTSCHE BANK SUB       WELLS FARGO CTS  ACE 2005-SD2 - DSI
106     S53     DEUTSCHE BANK SUB       WELLS FARGO CTS  ACE 2005-HE5
106     S54     DEUTSCHE BANK           WELLS FARGO CTS  ACE 2005 SD3
106     S55     DEUTSCHE BANK SUB       WELLS FARGO CTS  2ACE 2005-SD3 - DSI
106     S56     DEUTSCHE BANK SUB       WELLS FARGO CTS  ACE 2006-SD1
106     S57     DEUTSCHE BANK SUB       WELLS FARGO CTS  ACE 2006-SD1- DSI
106     S58     DEUTSCHE BANK SUB       WELLS FARGO CTS  ACE 2006-SD2
106     S59     DEUTSCHE BANK SUB       WELLS FARGO CTS  ACE 2006-SD2- DSI
106     X01     DEUTSCHE BANK PMSR      WELLS FARGO CTS  ACE 2005-HE5
106     X03     DEUTSCHE BANK PMSR      WELLS FARGO CTS  DBALT05AR1
106     X04     DEUTSCHE BANK PMSR      WELLS FARGO CTS  ACE 2005-HE7
106     X05     DEUTSCHE BANK PMSR      WELLS FARGO CTS  DBALT2005-4
106     X06     DEUTSCHE BANK PMSR      WELLS FARGO CTS  DBALT05-AR2
106     X07     DEUTSCHE BANK PMSR      WELLS FARGO CTS  DBALT2005-5
106     X08     DEUTSCHE BANK PMSR      WELLS FARGO CTS  DBALT2005-6
106     X13     DEUTSCHE BANK PMSR      WELLS FARGO CTS  DBALT 2006-AB2
106     X15     DEUTSCHE BANK PMSR      WELLS FARGO CTS  DBALT 2006-AB3
106     X16     DEUTSCHE BANK PMSR      WELLS FARGO CTS  DBALT 2006-AR3
106     X17     DEUTSCHE BANK PMSR      WELLS FARGO CTS  DBALT 2006-AB4
106     X18     DEUTSCHE BANK PMSR      WELLS FARGO CTS  DBALT 2006-AR4
106     X19     DEUTSCHE PMSR           WELLS FARGO CTS  DBALT 2006-AR5
591     H29     DEUTSCHE BANK           WELLS FARGO CTS  ACE 2001-HE1
591     J27     DEUTSCHE BANK           WELLS FARGO CTS  ACE 2003-HE1
591     L69     DEUTSCHE BANK           WELLS FARGO CTS  ACE 2005-SD2
591     Q68     DEUTSCHE BANK           WELLS FARGO CTS  ACE 2002-HE2
708     372     DEUTSCHE BANK           WELLS FARGO CTS  DBALT 2006-AB3
708     483     DEUTSCHE BANK           WELLS FARGO CTS  DBALT 2006-AB4
708     830     DEUTSCHE BANK           WELLS FARGO CTS  DBALT 2006-AR5
708     B63     DEUTSCHE BANK           WELLS FARGO CTS  DBALT 2006-AF1
708     B88     DEUTSCHE BANK           WELLS FARGO CTS  DBALT 2006-AB1
708     J83     DEUTSCHE BANK           WELLS FARGO CTS  ACE 2004-HE1
708     L86     DEUTSCHE BANK           WELLS FARGO CTS  ACE 2005-WF1


(page)


591     185     EMC                     WELLS FARGO CTS  BSALTA 2006-8
708     341     EMC                     WELLS FARGO CTS  BSABS 2006-2
708     342     EMC                     WELLS FARGO CTS  BSARM 2006-2
591     369     EMC                     WELLS FARGO CTS  BSALTA 2006-4
708     369     EMC                     WELLS FARGO CTS  BSALTA 2006-4
472     376     EMC                     WELLS FARGO CTS  2001-2
591     376     EMC                     WELLS FARGO CTS  2001-2
685     376     EMC                     WELLS FARGO CTS  2001-2
472     382     EMC                     WELLS FARGO CTS  2001-1
472     437     EMC                     WELLS FARGO CTS  BSABS 2006-SD3
591     437     EMC                     WELLS FARGO CTS  BSABS 2006-SD3
685     437     EMC                     WELLS FARGO CTS  BSABS 2006-SD3
708     437     EMC                     WELLS FARGO CTS  BSABS 2006-SD3
472     888     EMC                     WELLS FARGO CTS  BSALTA 2006-7
708     888     EMC                     WELLS FARGO CTS  BSALTA 2006-7
708     909     EMC                     WELLS FARGO CTS  BSALTA 2004-7
685     931     EMC                     WELLS FARGO CTS  BSABS 2004-SD3
708     931     EMC                     WELLS FARGO CTS  BSABS 2004-SD3
591     B13     EMC                     WELLS FARGO CTS  BART 2006-1
708     B13     EMC                     WELLS FARGO CTS  BART 2006-1
591     B22     EMC                     WELLS FARGO CTS  PRIME 2004-2
708     B22     EMC                     WELLS FARGO CTS  PRIME 2004-2
472     B23     EMC                     WELLS FARGO CTS  BSABS 2006-SD1
685     B23     EMC                     WELLS FARGO CTS  BSABS 2006-SD1
708     B23     EMC                     WELLS FARGO CTS  BSABS 2006-SD1.
591     B53     EMC                     WELLS FARGO CTS  BSALTA 2005-10
708     B66     EMC                     WELLS FARGO CTS  BART 2005-12
591     B88     EMC                     WELLS FARGO CTS  *
591     D29     EMC                     WELLS FARGO CTS  BSARM 2004-8
708     D29     EMC                     WELLS FARGO CTS  BSARM 2004-8
591     H68     EMC                     WELLS FARGO CTS  WFHM 2002-W08
472     H78     EMC                     WELLS FARGO CTS  FNMA 2002-26
685     H78     EMC                     WELLS FARGO CTS  EMC FNMA 2002-26
591     H82     EMC                     WELLS FARGO CTS  BART 2003-6
472     H84     EMC                     WELLS FARGO CTS  FNMA 2002-33
685     H84     EMC                     WELLS FARGO CTS  FNMA 2002-33
472     H94     EMC                     WELLS FARGO CTS  BSABS 2002-1
591     H94     EMC                     WELLS FARGO CTS  BSABS 2002-1
685     H94     EMC                     WELLS FARGO CTS  BSABS 2002-1
591     J05     EMC                     WELLS FARGO CTS  BSABS
685     J05     EMC                     WELLS FARGO CTS  BSABS
708     J05     EMC                     WELLS FARGO CTS  BSABS
591     J12     EMC                     WELLS FARGO CTS  BART 2003-7
708     J12     EMC                     WELLS FARGO CTS  BART 2003-7
472     J17     EMC                     WELLS FARGO CTS  BSABS 2003-SD3
591     J17     EMC                     WELLS FARGO CTS  BSABS 2003-SD3
685     J17     EMC                     WELLS FARGO CTS  BSABS 2003-SD3
708     J17     EMC                     WELLS FARGO CTS  BSABS 2003-SD3


(page)


591     J29     EMC                     WELLS FARGO CTS  OPTRED 12-03
685     J29     EMC                     WELLS FARGO CTS  OPTRED 12-03
472     J55     EMC                     WELLS FARGO CTS  PRIME TRUST 2004-CL1
591     J55     EMC                     WELLS FARGO CTS  PRIME TRUST 2004-CL1
685     J55     EMC                     WELLS FARGO CTS  PRIME TRUST 2004-CL1
591     J61     EMC                     WELLS FARGO CTS  BART 2004-1
708     J61     EMC                     WELLS FARGO CTS  BART 2004-1
591     J72     EMC                     WELLS FARGO CTS  PRIME TRUST 2004-CL2
472     J76     EMC                     WELLS FARGO CTS  BSABS 2004-SD1
591     J76     EMC                     WELLS FARGO CTS  BSABS 2004-SD1
685     J76     EMC                     WELLS FARGO CTS  BSABS 2004-SD1
708     J76     EMC                     WELLS FARGO CTS  BSABS 2004-SD1
472     J79     EMC                     WELLS FARGO CTS  BSALTA 2005-5
591     J79     EMC                     WELLS FARGO CTS  BSALTA 2005-5
591     J94     EMC                     WELLS FARGO CTS  BSABS 2004-SD2
708     J94     EMC                     WELLS FARGO CTS  BSABS 2004-SD2
708     K22     EMC                     WELLS FARGO CTS  BART 2004-11
708     L00     EMC                     WELLS FARGO CTS  BART 2005-1
708     L05     EMC                     WELLS FARGO CTS  BSALTA 2005-2
472     L27     EMC                     WELLS FARGO CTS  BSALTA 2005-4
591     L27     EMC                     WELLS FARGO CTS  BALTA 2005-4
591     L50     EMC                     WELLS FARGO CTS  BART 2005-4
708     L50     EMC                     WELLS FARGO CTS  BART 2005-4
708     L56     EMC                     WELLS FARGO CTS  PRIME 2005-2
591     L81     EMC                     WELLS FARGO CTS  BART 2005-5
708     L81     EMC                     WELLS FARGO CTS  BART 2005-5 MS#B378
472     M43     EMC                     WELLS FARGO CTS  BART 2005-10 SS#B443
591     M43     EMC                     WELLS FARGO CTS  BART 2005-10
708     M43     EMC                     WELLS FARGO CTS  BART 2005-10 SS#B443
708     M53     EMC                     WELLS FARGO CTS  BSABS I 2005-AC6 MS#B398
708     M61     EMC                     WELLS FARGO CTS  PRIME 2005-3 MS#R937
708     M78     EMC                     WELLS FARGO CTS  PRIME 2005-4 S/S#R953
708     M87     EMC                     WELLS FARGO CTS  BART 2005-9 S/S#B431
472     M88     EMC                     WELLS FARGO CTS  BSABS 2005-SD4
591     M88     EMC                     WELLS FARGO CTS  BSABS 2005-SD4
685     M88     EMC                     WELLS FARGO CTS  BSABS 2005-SD4
708     M88     EMC                     WELLS FARGO CTS  BSABS 2005-SD4
591     P25     EMC                     WELLS FARGO CTS  BSART 2003-1
708     P25     EMC                     WELLS FARGO CTS  BSART 2003-1
472     P28     EMC                     WELLS FARGO CTS  BSABS 2003-1
591     P28     EMC                     WELLS FARGO CTS  BSABS 2003-1
685     P28     EMC                     WELLS FARGO CTS  BSABS 2003-1
591     P47     EMC                     WELLS FARGO CTS  BART 2003-3
708     P47     EMC                     WELLS FARGO CTS  BART 2003-3
472     P69     EMC                     WELLS FARGO CTS  BSABS 2003-2
591     P69     EMC                     WELLS FARGO CTS  BSABS 2003-2
685     P69     EMC                     WELLS FARGO CTS  BSABS 2003-2
708     P69     EMC                     WELLS FARGO CTS  BSABS 2003-2
472     P76     EMC                     WELLS FARGO CTS  FNMA GT
685     P76     EMC                     WELLS FARGO CTS  FNMA GT
472     P80     EMC                     WELLS FARGO CTS  SAMI 2003-CL1
591     P86     EMC                     WELLS FARGO CTS  BSARM 2003-5


(page)


708     P86     EMC                     WELLS FARGO CTS  BSARM 2003-5
472     P95     EMC                     WELLS FARGO CTS  BSABS 2003-SD1
591     P95     EMC                     WELLS FARGO CTS  BSABS 2003-SD1
685     P95     EMC                     WELLS FARGO CTS  BSABS 2003-SD1
708     P95     EMC                     WELLS FARGO CTS  BSABS 2003-SD1
472     Q15     EMC                     WELLS FARGO CTS  5435-5437
685     Q15     EMC                     WELLS FARGO CTS  5435-5437
472     Q24     EMC                     WELLS FARGO CTS  BSABS 2002-2
591     Q24     EMC                     WELLS FARGO CTS  BSABS 2002-2
685     Q24     EMC                     WELLS FARGO CTS  BSABS 2002-2
591     Q81     EMC                     WELLS FARGO CTS  BART 2002-11
708     Q81     EMC                     WELLS FARGO CTS  BART 2002-11
472     Q82     EMC                     WELLS FARGO CTS  2002-90 FNMA
685     Q82     EMC                     WELLS FARGO CTS  FNMA 2002-90
591     Q94     EMC                     WELLS FARGO CTS  BSARM 2002-12
708     Q94     EMC                     WELLS FARGO CTS  BSARM 2002-12
106     V51     EMC SUB BSABS           WELLS FARGO CTS  BSABS 2005-SD3
                2005-SD3
106     V52     EMC SUB BSABS           WELLS FARGO CTS  BSABS 2005-SD4
                2005-SD4
106     Y24     EMC PMSR                WELLS FARGO CTS  BSALTA 2004-10
                BSALTA 2004-10
106     Y25     EMC PMSR                WELLS FARGO CTS  BSALTA 2004-11
                BSALTA 2004-11
106     Y26     EMC PMSR                WELLS FARGO CTS  BSABS 2002-AC1
                BSABS 2002-AC1
106     Y32     EMC PMSR                WELLS FARGO CTS  BSABS 2003-AC3
                BSABS 2003-AC3
106     Y33     EMC PMSR                WELLS FARGO CTS  BSABS 2003-AC4
                BSABS 2003-AC4
106     Y34     EMC PMSR                WELLS FARGO CTS  BSABS 2003-AC5
                BSABS 2003-AC5
106     Y35     EMC PMSR                WELLS FARGO CTS  BSABS 2003-AC6
                BSABS 2003-AC6
106     Y36     EMC PMSR                WELLS FARGO CTS  BSABS 2003-AC7
                BSABS 2003-AC7
106     Y37     EMC PMSR                WELLS FARGO CTS  BSABS 2004-AC1
                BSABS 2004-AC1
106     Y38     EMC PMSR                WELLS FARGO CTS  BSABS 2004-AC2
                BSABS 2004-AC2
106     Y39     EMC PMSR                WELLS FARGO CTS  BSABS 2004-AC3
                BSABS 2004-AC3
106     Y40     EMC PMSR                WELLS FARGO CTS  BSABS 2004-AC4
                BSABS 2004-AC4
106     Y41     EMC PMSR                WELLS FARGO CTS  BSABS 2004-AC5
                BSABS 2004-AC5
106     Y42     EMC PMSR                WELLS FARGO CTS  BSABS 2004-AC6
                BSABS 2004-AC6
106     Y43     EMC PMSR                WELLS FARGO CTS  BSABS 2004-AC7
                BSABS 2004-AC7
106     Y44     EMC PMSR                WELLS FARGO CTS  BSABS 2005-AC1
                BSABS 2005-AC1


(page)


106     Y45     EMC PMSR                WELLS FARGO CTS  BSABS 2005-AC2
                BSABS 2005-AC2
106     Y46     EMC PMSR                WELLS FARGO CTS  BSABS 2005-AC3
                BSABS 2005-AC3
106     Y47     EMC PMSR                WELLS FARGO CTS  PRIME 2003-2
                PRIME 2003-2
106     Y48     EMC PMSR                WELLS FARGO CTS  PRIME 2003-3
                PRIME 2003-3
106     Y49     EMC PMSR                WELLS FARGO CTS  PRIME 2004-1
                PRIME 2004-1
106     Y50     EMC PMSR                WELLS FARGO CTS  PRIME 2005-1
                PRIME 2005-1
106     Y53     EMC PMSR                WELLS FARGO CTS  PRIME 2005-2
                PRIME 2005-2
106     Y64     EMC PMSR                WELLS FARGO CTS  BSABS 2003-AC4
                BSABS 2003-AC4
106     Y65     EMC PMSR                WELLS FARGO CTS  BSABS 2004-AC4
                BSABS 2004-AC4
106     Y66     EMC PMSR                WELLS FARGO CTS  BSABS 2005-AC1
                BSABS 2005-AC1
106     Y68     EMC PMSR                WELLS FARGO CTS  PRIME 2005-5
                PRIME 2005-5
106     Y69     EMC PMSR                WELLS FARGO CTS  BSABS 2006-AC1
                BSABS 2006-AC1
106     Y70     EMC PMSR                WELLS FARGO CTS  BSABS 2006-AC2
                BSABS 2006-AC2
106     Y72     EMC PMSR                WELLS FARGO CTS  BSABS 2004-AC4
                BSABS 2004-AC4
106     Y74     EMC PMSR                WELLS FARGO CTS  BSALTA 2004-03
                BSALTA 2004-03
106     Y75     EMC PMSR                WELLS FARGO CTS  BSALTA 2004-04
                BSALTA 2004-04
106     Y76     EMC PMSR                WELLS FARGO CTS  BSALTA 2004-06
                BSALTA 2004-06
106     Y77     EMC PMSR                WELLS FARGO CTS  BSALTA 2004-08
                BSALTA 2004-08
106     Y78     EMC PMSR                WELLS FARGO CTS  BSALTA 2004-09
                BSALTA 2004-09
106     Y79     EMC PMSR                WELLS FARGO CTS  BSALTA 2004-12
                BSALTA 2004-12
106     Y80     EMC PMSR                WELLS FARGO CTS  BSALTA 2005-02
                BSALTA 2005-02
106     Y81     EMC PMSR                WELLS FARGO CTS  BSALTA 2005-03
                BSALTA 2005-03
106     Y84     EMC PMSR                WELLS FARGO CTS  BSALTA 2004-07
                BSALTA 2004-07
106     Y85     EMC PMSR                WELLS FARGO CTS  BSALTA 2005-04
                BSALTA 2005-04
106     Y86     EMC PMSR                WELLS FARGO CTS  BSALTA 2005-05
                BSALTA 2005-05
106     Y87     EMC PMSR                WELLS FARGO CTS  BSABS 2005-AC4
                BSABS 2005-AC4


(page)


106     Y88     EMC PMSR                WELLS FARGO CTS  BSABS 2005-AC5
                BSABS 2005-AC5
106     Y89     EMC PMSR                WELLS FARGO CTS  BSALTA 2005-07
                BSALTA 2005-07
106     Y91     EMC PMSR                WELLS FARGO CTS  BSABS 2005-AC6
                BSABS 2005-AC6
106     Y92     EMC PMSR                WELLS FARGO CTS  BSALTA 2005-08
                BSALTA 2005-08
106     Y93     EMC PMSR                WELLS FARGO CTS  BSABS 2005-AC7
                BSABS 2005-AC7
106     Y94     EMC PMSR                WELLS FARGO CTS  BSALTA 2005-09
                BSALTA 2005-09
106     Y96     EMC PMSR                WELLS FARGO CTS  PRIME 2005-4GRP
                PRIME 2005-
                4GRP
106     Y97     EMC PMSR                WELLS FARGO CTS  LUMINENT 2005-1
106     Y98     EMC PMSR                WELLS FARGO CTS  BSABS 2005-AC8
                BSABS 2005-AC8
106     Y99     EMC PMSR                WELLS FARGO CTS  BSABS 2005-AC9
                BSABS 2005-AC9
106     ZO1     EMC PMSR                WELLS FARGO CTS  BSALTA 2005-10
                BSALTA 2005-10
106     Z02     EMC PMSR                WELLS FARGO CTS  BSALTA 2006-01
                BSALTA 2006-01
106     Z03     EMC PMSR                WELLS FARGO CTS  BSALTA 2004-08
                BSALTA 2004-08
106     Z04     EMC PMSR                WELLS FARGO CTS  BSALTA 2005-04
                BSALTA 2005-04
106     Z05     EMC PMSR                WELLS FARGO CTS  BSALTA 2005-04
                BSALTA 2005-04
106     Z06     EMC PMSR                WELLS FARGO CTS  BSARM 2005-3
                BSARM 2005-3
106     Z07     EMC PMSR                WELLS FARGO CTS  BSARM 2005-4
                BSARM 2005-4
106     Z08     EMC PMSR                WELLS FARGO CTS  BSALTA 2005-5
                BSALTA 2005-5
106     Z09     EMC PMSR                WELLS FARGO CTS  BSALTA 2005-7
                BSALTA 2005-7
106     Z10     EMC PMSR                WELLS FARGO CTS  BSALTA 2005-7
                BSALTA 2005-7
106     Z11     EMC PMSR                WELLS FARGO CTS  BSARM 2005-7
                BSARM 2005-7
106     Z12     EMC PMSR                WELLS FARGO CTS  BSARM 2005-6
                BSARM 2005-6
106     Z13     EMC PMSR                WELLS FARGO CTS  BSALTA 2005-8
                BSALTA 2005-8
106     Z14     EMC PMSR                WELLS FARGO CTS  BSALTA 2005-9
                BSALTA 2005-9
106     Z15     EMC PMSR                WELLS FARGO CTS  BSALTA 2005-9
                BSALTA 2005-9
106     Z16     EMC PMSR                WELLS FARGO CTS  BSARM 2005-12
                BSARM 2005-12


(page)


106     Z17     EMC PMSR                WELLS FARGO CTS  BSALTA 2005-02
                BSALTA 2005-02
106     Z18     EMC PMSR                WELLS FARGO CTS  BSALTA 2005-5
                BSALTA 2005-5
106     Z22     EMC PMSR                WELLS FARGO CTS  BSALTA 2004-3
                BSALTA 2004-3
106     Z23     EMC PMSR                WELLS FARGO CTS  BSALTA 2004-4
                BSALTA 2004-4
106     Z24     EMC PMSR                WELLS FARGO CTS  BSALTA 2004-5
                BSALTA 2004-5
106     Z25     EMC PMSR                WELLS FARGO CTS  BSALTA 2004-6
                BSALTA 2004-6
106     Z26     EMC PMSR                WELLS FARGO CTS  BSALTA 2004-7
                BSALTA 2004-7
106     Z27     EMC PMSR                WELLS FARGO CTS  BSALTA 2004-8
                BSALTA 2004-8
106     Z28     EMC PMSR                WELLS FARGO CTS  BSALTA 2004-9
                BSALTA 2004-9
106     Z29     EMC PMSR                WELLS FARGO CTS  BSALTA 2004-10
                BSALTA 2004-10
106     Z30     EMC PMSR                WELLS FARGO CTS  BSALTA 2004-11
                BSALTA 2004-11
106     Z31     EMC PMSR                WELLS FARGO CTS  BSARM 2004-8
                BSARM 2004-8
106     Z32     EMC PMSR                WELLS FARGO CTS  BSALTA 2004-12
                BSALTA 2004-12
106     Z33     EMC PMSR                WELLS FARGO CTS  BSARM 2004-12
                BSARM 2004-12
106     Z34     EMC PMSR                WELLS FARGO CTS  BSALTA 2005-02
                BSALTA 2005-02
106     Z35     EMC PMSR                WELLS FARGO CTS  BSARM 2005-1
                BSARM 2005-1
106     Z36     EMC PMSR                WELLS FARGO CTS  BSALTA 2005-3
                BSALTA 2005-3
106     Z37     EMC PMSR                WELLS FARGO CTS  BSALTA 2006-2
                BSALTA 2006-2
106     Z38     EMC PMSR                WELLS FARGO CTS  BSABS 2006-AC1
                BSABS 2006-AC1
106     Z39     EMC PMSR                WELLS FARGO CTS  BSABS 2006-AC3
                BSABS 2006-AC3
106     Z40     EMC PMSR                WELLS FARGO CTS  BSALTA 2006-3
                BSALTA 2006-3
106     Z44     EMC PMSR                WELLS FARGO CTS  BSALTA 2005-8
                BSALTA 2005-8
106     Z46     EMC PMSR                WELLS FARGO CTS  PRIME 2006-1
                PRIME 2006-1
106     Z47     EMC PMSR                WELLS FARGO CTS  BSABS 2006-SD2
                BSABS 2006-SD2
106     Z50     EMC PMSR                WELLS FARGO CTS  BSALTA 2004-11
                BSALTA 2004-11
106     Z51     EMC PMSR                WELLS FARGO CTS  BSALTA 2004-12
                BSALTA 2004-12


(page)


106     Z52     EMC PMSR                WELLS FARGO CTS  BSABS 2006-AC2
                BSABS 2006-AC2
106     Z53     EMC PMSR                WELLS FARGO CTS  BSABS 2006-AC4
                BSABS 2006-AC4
106     Z54     EMC PMSR BSMF           WELLS FARGO CTS  BSMF 2006-AC1
                2006-AC1
106     Z55     EMC PMSR                WELLS FARGO CTS  BSABS 2005-AC9
                BSABS 2005-AC9
106     Z56     EMC PMSR                WELLS FARGO CTS  BSABS 2006-AC1
                BSABS 2006-AC1
106     Z57     EMC PMSR                WELLS FARGO CTS  BSABS 2006-AC2
                BSABS 2006-AC2
106     Z58     EMC PMSR                WELLS FARGO CTS  BSALTA 2006-7a
                BSALTA 2006-7a
106     Z59     EMC PMSR                WELLS FARGO CTS  BSABS 2006-AC3
                BSABS 2006-AC3
106     Z60     EMC PMSR                WELLS FARGO CTS  PRIME 2005-2
                PRIME 2005-2
106     Z61     EMC PMSR                WELLS FARGO CTS  PRIME 2005-5
                PRIME 2005-5
106     Z62     EMC PMSR                WELLS FARGO CTS  PRIME 2006-1
                PRIME 2006-1


(page


708     F32     GOLDMAN SACHS                   WELLS FARGO CTS   GSR 2004-14
472     440     GOLDMAN SACHS                   WELLS FARGO CTS   GSMPS 2006-RP2
472     B70     GOLDMAN SACHS                   WELLS FARGO CTS   GSR 2006-AR2
591     822     GOLDMAN SACHS                   WELLS FARGO CTS   GSRPM 2006-16
591     L18     GOLDMAN SACHS                   WELLS FARGO CTS   GSR 2005-AR2
591     L66     GOLDMAN SACHS                   WELLS FARGO CTS   GSR 2005-AR4
685     440     GOLDMAN SACHS                   WELLS FARGO CTS   GSMPS 2006-RP2
685     L02     GOLDMAN SACHS                   WELLS FARGO CTS   GSMPS 2005-RP1
708     395     GOLDMAN SACHS                   WELLS FARGO CTS   GSAA 2006-14
708     440     GOLDMAN SACHS                   WELLS FARGO CTS   GSMPS 2006-RP2
708     822     GOLDMAN SACHS                   WELLS FARGO CTS   GSRPM 2006-16
708     B07     GOLDMAN SACHS                   WELLS FARGO CTS   GSR 2006-AR1
708     B70     GOLDMAN SACHS                   WELLS FARGO CTS   GSR 2005-AR2
708     K42     GOLDMAN SACHS                   WELLS FARGO CTS   GSR 2005-AR1
708     L02     GOLDMAN SACHS                   WELLS FARGO CTS   GSMPS 2005-RP1
708     L18     GOLDMAN SACHS                   WELLS FARGO CTS   GSR 2005-AR2
708     L34     GOLDMAN SACHS                   WELLS FARGO CTS   GSAA 2005-5
708     L64     GOLDMAN SACHS                   WELLS FARGO CTS   GSAA 2005-7
708     L66     GOLDMAN SACHS                   WELLS FARGO CTS   GSR 2005-AR4
106     G03     GOLDMAN PMSR GSAA 2006-1        WELLS FARGO CTS   GSAA 2005-9
106     G07     GOLDMAN PMSR GSR 2005-9F        WELLS FARGO CTS   GSR 2005-8F
106     G08     GOLDMAN PMSR GSR 2005-AR        WELLS FARGO CTS   GSR 2005-9F
106     G09     GOLDMAN PMSR GSR 2005AR5        WELLS FARGO CTS   GSR 2005-AR3
106     G11     GOLDMAN PMSR GSAA 200512        WELLS FARGO CTS   GSAA 2005-11
106     G13     GOLDMAN PMSR GSAA 2005-6        WELLS FARGO CTS   GSAA 2005-14
106     G14     GOLDMAN PMSR GSAA 2005-9        WELLS FARGO CTS   GSAA 2005-6
106     G15     GOLDMAN PMSR GSAA 200615        WELLS FARGO CTS   GSAA 2006-13
708     461     GOLDMAN SACHS                   WELLS FARGO CTS   GSAA 2006-16
708     840     GOLDMAN SACHS                   WELLS FARGO CTS   GSAA 2006-18
472     J11     GOLDMAN SACHS                   WELLS FARGO CTS   GSMPS 2003-02
472     J18     GOLDMAN SACHS                   WELLS FARGO CTS   GSMPS 2003-03
472     J62     GOLDMAN SACHS                   WELLS FARGO CTS   GSMPS 2004-1
472     K42     GOLDMAN SACHS                   WELLS FARGO CTS   GSR 2005-AR1
472     L02     GOLDMAN SACHS                   WELLS FARGO CTS   GSMPS 2005-RP1
472     P48     GOLDMAN SACHS                   WELLS FARGO CTS   GSMPS 2003-1
685     403     GOLDMAN SACHS                   WELLS FARGO CTS   RMSC 1994-7 TRUST
                                                                  COLLAPS
685     J11     GOLDMAN SACHS                   WELLS FARGO CTS   GSMPS 2003-02
685     J18     GOLDMAN SACHS                   WELLS FARGO CTS   GSMPS 2003-03
685     J62     GOLDMAN SACHS                   WELLS FARGO CTS   GSMPS 2004-1
708     J62     GOLDMAN SACHS                   WELLS FARGO CTS   GSMPS 2004-1
708     M31     GOLDMAN SACHS                   WELLS FARGO CTS   GSR 2005-AR7
708     M57     GOLDMAN SACHS                   WELLS FARGO CTS   GSR 2005-AR5
708     M92     GOLDMAN SACHS                   WELLS FARGO CTS   GSAA 2005-12
936     J80     GOLDMAN SACHS GMPS 2003-2       WELLS FARGO CTS   GSAMPS 2003-2
936     J81     GOLDMAN SACHS MTGE CO           WELLS FARGO CTS   GSAMPS 2003-3
936     J82     GOLDMAN SACH GSMPS2004-01       WELLS FARGO CTS   GSMPS 2004-1
936     J83     GOLDMAN SACHS GSMPS2004-3       WELLS FARGO CTS   GSMPS 2004-3
708     J11     GOLDMAN SACHS                   WELLS FARGO CTS   GSMPS 2003-02
708     J18     GOLDMAN SACHS                   WELLS FARGO CTS   GSMPS 2003-03
685     P48     GOLDMAN SACHS                   WELLS FARGO CTS   GSMPS 2003-1


(page)


106     U06     GREENWICH PMSR SOUNDVIEW        WF MASTER SERVICING     SOUNDVIEW 2006-NLC1
708     M79     GREENWICH                       WFB MASTER SERVICING    RBSGC 2005-A S/S #RB06


(page)


106     202     HSBC PMSR FFML 2006-FF11        WF MASTER SERVICING     FFML 2006-FF11
106     203     HSBC PMSR HASCO 2006 HE1        WF MASTER SERVICING     HASCO 2006 HE1


(page)


106     265     UBS SUB FROM HUD 601#2      UBS             *
106     909     UBS PMSR GMAC WHOLE LNS     UBS             UBS GMAC WHOLE LOANS
106     915     UBS PMSR WHOLE LOANS        UBS             UBS WHOLE LOAN
472     H00     UBS                         UBS             MMSTR 2004-1 AAR
591     H00     UBS                         UBS             MMSTR 2004-1 AAR
685     H00     UBS                         UBS             MMSTR 2004-1 AAR
708     H00     UBS                         UBS             MMSTR 2004-1 AAR
591     H02     UBS                         UBS             MASTR 2006-1
591     H03     UBS                         UBS             *
472     K32     UBS                         UBS             FANNIE MAE 2004-W14
685     K32     UBS                         UBS             FANNIE MAE 2004-W14
708     K32     UBS                         UBS             FANNIE MAE 2004-W14
472     L09     UBS                         UBS             MARP 2005-1
685     L09     UBS                         UBS             MARP 2005-1
708     L09     UBS                         UBS             MARP 2005-1
708     M99     UBS                         UBS             UBS
106     Q50     UBS SUB MASC 2004-2         UBS             MASD 2004-2
106     Q51     UBS SUB MASTR SLT 2005-1    UBS             UBS MASTR SLT 2005-1
106     Q52     UBS SUB MASD 2005-2         UBS             MASD 2005-2
106     Q53     UBS SUB MASD 2005-3         UBS             MASD 2005-3
106     Q54     UBS SUB MASD 2006-1         UBS             MASD 2006-1
106     Q55     UBS SUB MASD 2006-2         UBS             MASD 2006-2
106     Q56     UBS SUB MASD 2006-3         UBS             MASD 2006-3
708     U04     UBS BANK                    UBS BANK        UBS BANK
708     426     UBS WARBURG                 UBS WARBURG     *
708     L76     UBS WARBURG                 UBS WARBURG     WFMR 2005-M06
472     P68     UBS WARBURG                 UBS WARBURG     WFHM CONFORMING


(page)


106     726     LEHMAN PMSR SASCO 2006BC        WELLS FARGO MASTER SERV  SASCO 2006-BC3
106     729     LEHMAN PMSR SASCO 06-BC5        WELLS FARGO MASTER SERV  SASCO 2006-BC5
106     731     LEHMAN PMSR SASCO 06-BC4        WELLS FARGO MASTER SERV  SASCO 2006-BC4
106     K13     LEHMAN SUB SASCO 2006-BC5       WELLS FARGO MASTER SERV  SASCO 2006-BC5
106     K16     LEHMAN SUB SASCO 2006-BC2       WELLS FARGO MASTER SERV  SASCO 2006-BC2
106     K18     LEHMAN SUB SAIL 2006-3          WELLS FARGO MASTER SERV  SAIL 2006-3
106     K68     LEHMAN SUB 2004-7 DSI           WELLS FARGO MASTER SERV  SAIL 2004-7 DSI


(page)


708     175     MASSACHUSETTS MUTUAL            WFB MASTER SERVICING     *


(page)


591     B04     MORGAN STANLEY                  WELLS FARGO CTS         MSM 2005-11AR
591     BO1     MORGAN STANLEY                  WELLS FARGO CTS         MSM 2005-9AR
591     B18     MORGAN STANLEY                  WELLS FARGO CTS         MSM 2006-3AR
591     M33     MORGAN STANLEY                  WELLS FARGO CTS         MSM 2005-6AR
591     M58     MORGAN STANLEY                  WELLS FARGO CTS         MSM 2005-5AR
708     BO1     MORGAN STANLEY                  WELLS FARGO CTS         MSM 2005-9AR
708     B04     MORGAN STANLEY                  WELLS FARGO CTS         MSM 2005-11AR
708     B18     MORGAN STANLEY                  WELLS FARGO CTS         MSM 2006-3AR
708     B17     MORGAN STANLEY                  WELLS FARGO CTS         MSM 2006-1AR
106     P05     MORGAN PMSR MSM 2004-6AR        WELLS FARGO CTS         MSM 2004-6AR
106     P06     MORGAN PMSR MSM 7AR             WELLS FARGO CTS         MSM 7AR
106     P07     MORGAN PMSR MSM 4               WELLS FARGO CTS         MSM 4
106     P08     MORGAN PMSR MSM 8AR             WELLS FARGO CTS         MSM 8AR
106     P09     MORGAN PMSR MSM 9               WELLS FARGO CTS         MSM 9
106     P10     MORGAN PMSR MSM 10AR            WELLS FARGO CTS         MSM 1OAR
106     P11     MORGAN PMSR MSM 11AR            WELLS FARGO CTS         MSM 11AR
106     P12     MORGAN PMSR MSM 20051FIN        WELLS FARGO CTS         MSM 20051F1N
106     P13     MORGAN PMSR MSM20052ARFIN       WELLS FARGO CTS         MSM20052ARFIN
106     P15     MORGAN PMSR MSM 2005-6AR        WELLS FARGO CTS         MSM 2005-6AR
106     P16     MORGAN PMSR MSM 2005-4          WELLS FARGO CTS         MSM 2005-4
106     P17     MORGAN PMSR MSM 2005-5AR        WELLS FARGO CTS         MSM 2005-5AR
106     P25     MORGAN PMSR MSM 2005-7          WELLS FARGO CTS         MSM 2005-7
106     P32     MORGAN PMSR MSM 2005-3AR        WELLS FARGO CTS         MSM 2005-3AR
106     P35     MORGAN PMSR MSM 2005-10         WELLS FARGO CTS         MSM 2005-10
106     P36     MORGAN PMSR MSM 2005-9AR        WELLS FARGO CTS         MSM 2005-9AR
106     P37     MORGAN PMSR MSM 2005-11AR       WELLS FARGO CTS         MSM 2005-11AR
106     P38     MORGAN PMSR MSM 2006-1AR        WELLS FARGO CTS         MSM 2006-1AR
106     P39     MORGAN PMSR MSM 2006-2AR        WELLS FARGO CTS         MSM 2006-2AR
106     P40     MORGAN PMSR MSM 2006-3AR        WELLS FARGO CTS         MSM 2006-3AR
106     P46     MORGAN PMSR MSM 2006-7          WELLS FARGO CTS         MSM 2006-7
106     P56     MORGAN PMSR MSM 2006-11         WELLS FARGO CTS         MSM 2006-11
106     P58     MORGAN PMSR MSM 2006-6AR        WELLS FARGO CTS         MSM 2006-6AR
106     P59     MORGAN PMSR MSM 2006-8AR        WELLS FARGO CTS         MSM 2006-8AR
106     P62     MORGAN PMSR MSM 2006-9AR        WELLS FARGO CTS         MSM 2006-9AR
106     P63     MORGAN PMSR MSM 2006-2          WELLS FARGO CTS         MSM 2006-2
708     J63     MORGAN STANLEY                  WELLS FARGO CTS         MSM 2004-2AR
708     M33     MORGAN STANLEY                  WELLS FARGO CTS         MSM 2005-6AR
708     M58     MORGAN STANLEY                  WELLS FARGO CTS         MSM 2005-5AR
472     B08     MORGAN STANLEY                  WELLS FARGO CTS         *
708     389     MORGAN STANLEY                  WILSHIRE FHA LOAN       ATTN ROSS LEVINE


(page)


106     V0l     SOCIETE GEN PMSR WHOLE          WELLS FARGO CTS         SOC GEN WHOLE LN
106     V03     SOCIETE GEN PMSR                WELLS FARGO CTS         SGMS 2006-FRE2


(page)


106    H62      SOPAC 1998-1        Wells Fargo CTS      SOPAC 98-1
106    H63      SOPAC 1998-2        Wells Fargo CTS      SOPAC 98-2


(page)


591     H76-001     THORNBURG       WFB MASTER SERVICING    TMST 2002-2
591     H76-002     THORNBURG       WFB MASTER SERVICING    WFHM 2002-W46
591     H76-003     THORNBURG       WFB MASTER SERVICING    WFHM 2002-W53
591     H76-004     THORNBURG       WFB MASTER SERVICING    WFHM 2002-W52
591     J73         THORNBURG       WFB MASTER SERVICING    THORNBURG 2004-1
591     P43         THORNBURG       WFB MASTER SERVICING    TMST 2003-2
708     382         THORNBURG       WFB MASTER SERVICING    TMST 2006-4
708     390         THORNBURG       WFB MASTER SERVICING    TMST 2006-5
708     B09-001     THORNBURG       WFB MASTER SERVICING    BOA SALE
708     B09-002     THORNBURG       WFB MASTER SERVICING    TMST 2006-1
708     B60         THORNBURG       WFB MASTER SERVICING    TMST 2005-4
708     J73         THORNBURG       WFB MASTER SERVICING    THORNBURG 2004-1
708     L68         THORNBURG       WFB MASTER SERVICING    EMC TRNSF HORNBURG 2005-2
708     M84         THORNBURG       WFB MASTER SERVICING    TMST 2005-3
708     M84-001     THORNBURG       WFB MASTER SERVICING    WELLS 2005-20/LEHMAN SALE
708     P16         THORNBURG       WFB MASTER SERVICING    WFHM 2003-W06
708     P43         THORNBURG       WFB MASTER SERVICING    TMST 2003-2


(page)


708     H06     UBS WARBURG               WFB MASTER SERVICING    *
472     J15     UBS WARBURG               WFB MASTER SERVICING    SEE CAT
685     J15     UBS WARBURG               WFB MASTER SERVICING    *
472     M59     UBS WARBURG               WFB MASTER SERVICING    MARP 2005-2
685     M59     UBS WARBURG               WFB MASTER SERVICING    MARP 2005-2
472     H04     UBS WARBURG               WFB MASTER SERVICING    *
106     904     UBS PMSR MAST2005-2       WFB MASTER SERVICING    MAST 2005-2
106     905     UBS PMSR MABS05-AB1       WFB MASTER SERVICING    MABS 05-AB1
106     908     UBS PMSR MALT2005-5       WFB MASTER SERVICING    MALT2005-5
106     910     UBS PMSR MALT2005-3       WFB MASTER SERVICING    MALT2005-3
106     911     UBS PMSR MALT2005-4       WFB MASTER SERVICING    MALT2005-4
106     913     UBS PMSR MAST2005-6       WFB MASTER SERVICING    MASTR 05-6
106     919     UBS PMSR MALT 2006-1      WFB MASTER SERVICING    MALT 2006-1
106     920     UBS PMSR MABS 06-AB1      WFB MASTER SERVICING    MABS06-AB1
106     921     UBS PMSR MABS 2006-NC1    WFB MASTER SERVICING    MABS 2006-NC1
106     922     UBS PMSR MASTR 2006-HE1   WFB MASTER SERVICING    MASTR 2006-HE1
106     923     UBS PMSR MAST 2006-1      WFB MASTER SERVICING    MAST 2006-1
106     924     UBS PMSR MASTR 2006-2     WFB MASTER SERVICING    MASTR 2006-2
106     931     UBS PMSR MABS 2006-HE4    WFB MASTER SERVICING    MABS 2006-HE4
708     H02     UBS WARBURG               WFB MASTER SERVICING    *
708     H03     UBS WARBURG               WFB MASTER SERVICING    *
591     H04     UBS WARBURG               WFB MASTER SERVICING    *
708     H04     UBS WARBURG               WFB MASTER SERVICING    *
708     H05     UBS WARBURG               WFB MASTER SERVICING    *
708     J15     UBS WARBURG               WFB MASTER SERVICING    *
591     J90     UBS WARBURG               WFB MASTER SERVICING    OPTRED 04-2004
708     J90     UBS WARBURG               WFB MASTER SERVICING    *
708     M32     UBS                       WFB MASTER SERVICING    MABS 2005-AB1
708     M59     UBS                       WFB MASTER SERVICING    MARP 2005-2
708     M71     UBS                       WFB MASTER SERVICING    MASTR 2005-WF1 S/S#U219
591     Q27     UBS WARBURG               WFB MASTER SERVICING    MARM 2002-3
591     Q32     UBS WARBURG               WFB MASTER SERVICING    WFHM 2002-S01
591     P23     UBS WARBURG               WFB MASTER SERVICING    MSSTR 2003-1
708     P23     UBS WARBURG               WFB MASTER SERVICING    MSSTR 2003-1


(page)


                WACHOVIA        WELLS FARGO CTS   *
                NATIONAL
685     D61     BANK
708     280     WACHOVIA        WELLS FARGO CTS   *
</TABLE>





EX-35 (k)
(logo) WELLS FARGO

Corporate Trust Services
MAC N2702-011
9062 Old Annapolis Road
Columbia, MD 21045
410 884-2000
410 715-2380 Fax

Wells Fargo Bank, N.A.


March 12, 2007

Bear Stearns Asset Backed Securities I LLC
245 Park Avenue
4th Floor
New York, NY 10167

RE: Annual Statement As To Compliance for Bear Stearns Asset Backed Securities I
Trust 2006-AC2

Per Section 4.16 of the Pooling and Servicing Agreement, dated as of 2/1/2006,
the undersigned Officer of Wells Fargo Bank, N.A., (Master Servicer), hereby
certifies the following for the 2006 calendar year or portion thereof:

(i)   A review of the activities of each such party during the preceding
      calendar year and of its performance under this Agreement or other
      applicable servicing agreement has been made under such officer's
      supervision.

(ii)  To the best of such officer's knowledge, based on such review, such party
      has fulfilled all of its obligations under this Agreement or other
      applicable servicing agreement in all material respects throughout such
      year, or, if there has been a failure to fulfill any such obligation in
      any material respect, specifying each such failure known to such officer
      and the nature and status of the cure provisions thereof.

(iii) Notwithstanding anything herein to contrary (and noting that, to the
      extent of any inconsistency, any and all other statements, certifications
      or assertions herein are subject to the following): instances of
      noncompliance related to the subject transaction for the applicable
      reporting period are identified on Schedule A hereto.


Certified By:
/s/ Kristen Ann Cronin
Kristen Ann Cronin, Vice President

Certified By:
/s/ Gordon Johnson
Gordon Johnson, Assistant Secretary


(page)


Schedule A

Reporting Errors

During the reporting period, one or more of the monthly investor reports
contained certain types of errors in regard to the calculation and or the
reporting of delinquencies for the pool assets. To the best of the signing
officer's knowledge, each such error, which may or may not have been material,
has been identified and remedied and any related corrective action has been
disclosed in a report previously filed with the SEC in respect of the reporting
period.





EX-35 (l)
(logo) WELLS FARGO

Corporate Trust Services
MAC N2702-011
9062 Old Annapolis Road
Columbia, MD 21045
410 884-2000
410 715-2380 Fax

Wells Fargo Bank, N.A.


March 12, 2007

Bear Stearns Asset Backed Securities I LLC
245 Park Avenue
4th Floor
New York, NY 10167

RE: Annual Statement As To Compliance for Bear Stearns Asset Backed Securities I
Trust 2006-AC2

Per Section 4.16 of the Pooling and Servicing Agreement, dated as of 2/1/2006,
the undersigned Officer of Wells Fargo Bank, N.A., (Securities Administrator),
hereby certifies the following for the 2006 calendar year or portion thereof:

(i)   A review of the activities of each such party during the preceding
      calendar year and of its performance under this Agreement or other
      applicable servicing agreement has been made under such officer's
      supervision.

(ii)  To the best of such officer's knowledge, based on such review, such party
      has fulfilled all of its obligations under this Agreement or other
      applicable servicing agreement in all material respects throughout such
      year, or, if there has been a failure to fulfill any such obligation in
      any material respect, specifying each such failure known to such officer
      and the nature and status of the cure provisions thereof.

(iii) Notwithstanding anything herein to contrary (and noting that, to the
      extent of any inconsistency, any and all other statements, certifications
      or assertions herein are subject to the following): instances of
      noncompliance related to the subject transaction for the applicable
      reporting period are identified on Schedule A hereto.


Certified By:
/s/ Kristen Ann Cronin
Kristen Ann Cronin, Vice President

Certified By:
/s/ Gordon Johnson
Gordon Johnson, Assistant Secretary


(page)


Schedule A

Reporting Errors

During the reporting period, one or more of the monthly investor reports
contained certain types of errors in regard to the calculation and or the
reporting of delinquencies for the pool assets. To the best of the signing
officer's knowledge, each such error, which may or may not have been material,
has been identified and remedied and any related corrective action has been
disclosed in a report previously filed with the SEC in respect of the reporting
period.




EX. 99

                ASSIGNMENT, ASSUMPTION AND RECOGNITION AGREEMENT

     This  is  an  Assignment,  Assumption  and Recognition Agreement (this "AAR
Agreement")  made  as  of February 28, 2006, among EMC Mortgage Corporation (the
"Assignor"),  U.S.  Bank  National  Association,  not individually but solely as
trustee  for  the  holders  of  the Bear Stearns Asset Backed Securities I Trust
2006-AC2,  Asset-Backed  Certificates, Series 2006-AC2 (the "Assignee") and HSBC
Mortgage  Corporation  (USA)  (the  "Company").

     In consideration of the mutual promises contained herein the parties hereto
agree  that  the  residential  mortgage  loans  (the "Assigned Loans") listed on
Attachment  1  annexed hereto purchased by the Assignor from the Company and now
serviced  by Company for Assignor and its successors and assigns pursuant to the
Amended  and  Restated Purchase, Warranties and Servicing Agreement, dated as of
September  1,  2005,  between  Assignor  and  Company, as amended (the "Purchase
Agreement")  shall  be  subject  to the terms of this AAR Agreement. Capitalized
terms  used  herein  but not defined shall have the meanings ascribed to them in
the  Purchase  Agreement.

                            ASSIGNMENT AND ASSUMPTION

     Except  as  expressly  provided  for  herein,  the  Assignor hereby grants,
transfers  and  assigns  to the Assignee all of its right, title and interest as
in,  to  and  under  (a)  the Assigned Loans and (b) the Purchase Agreement with
respect  to  the  Assigned  Loans;  provided,  however, that the Assignor is not
assigning  to the Assignee any of its right, title or interest, in, to and under
the Purchase Agreement with respect to any mortgage loan other than the Assigned
Loans  listed  on  Attachment  1.  Notwithstanding  anything  to  the  contrary
contained  herein, the Assignor specifically reserves and does not assign to the
Assignee  any  right, title and interest in, to or under the representations and
warranties contained in Section 3.01 and Section 3.02 of the Purchase Agreement,
and  any  obligation  of  the  Company  to  cure, repurchase or substitute for a
mortgage  loan  and  to  indemnify the Assignor with respect to a breach of such
representations  and warranties pursuant to Section 3.03 and Section 8.01 of the
Purchase  Agreement,  and  the  Assignor  is  retaining the right to enforce the
representations  and  warranties and the obligations of the Company set forth in
those  sections  against  the  Company.  In  addition, the Assignor specifically
reserves  and  does not assign to the Assignee any right, title and interest in,
to  or  under  Section  2.09  of  the Purchase Agreement. Except as is otherwise
expressly  provided herein, the Assignor makes no representations, warranties or
covenants to the Assignee and the Assignee acknowledges that the Assignor has no
obligations  to  the  Assignee  under  the  terms  of  the Purchase Agreement or
otherwise  relating  to  the transaction contemplated herein (including, but not
limited  to,  any  obligation  to  indemnify  the  Assignee).

                    REPRESENTATIONS, WARRANTIES AND COVENANTS

     1.     Assignor  warrants  and represents to Assignee and Company as of the
date  hereof:

     (a)     Attached  hereto as Attachment 2 is a true and accurate copy of the
Purchase  Agreement  which  agreement is in full force and effect as of the date
hereof  and the provisions of which have not been waived, amended or modified in
any  respect,  nor  has  any  notice  of  termination  been  given  thereunder;

     (b)     Assignor  is the lawful owner of the Assigned Loans with full right
to  transfer  the  Assigned  Loans  and any and all of its interests, rights and
obligations  under  the Purchase Agreement as they relate to the Assigned Loans,
free  and  clear from any and all claims and encumbrances; and upon the transfer
of  the  Assigned  Loans to Assignee as contemplated herein, Assignee shall have
good title to each and every Assigned Loan, as well as any and all of Assignor's
interests, rights and obligations under the Purchase Agreement as they relate to
the  Assigned  Loans,  free  and  clear  of  any  and  all  liens,  claims  and
encumbrances;

     (c)     There  are no offsets, counterclaims or other defenses available to
Company  with  respect  to  the  Assigned  Loans  or  the  Purchase  Agreement;

     (d)     Assignor  has  no knowledge of, and has not received notice of, any
waivers  under,  or  any  modification  of,  any  Assigned  Loan;

     (e)     Assignor  is  duly organized, validly existing and in good standing
under  the  laws of the jurisdiction of its incorporation, and has all requisite
power  and  authority  to  acquire,  own  and  sell  the  Assigned  Loans;

     (f)     Assignor has full corporate power and authority to execute, deliver
and  perform  its  obligations  under  this AAR Agreement, and to consummate the
transactions  set  forth  herein.  The  consummation  of  the  transactions
contemplated  by  this  AAR  Agreement  is  in the ordinary course of Assignor's
business and will not conflict with, or result in a breach of, any of the terms,
conditions  or  provisions  of  Assignor's  charter  or  by-laws  or  any  legal
restriction,  or any material agreement or instrument to which Assignor is now a
party  or  by  which  it  is bound, or result in the violation of any law, rule,
regulation,  order,  judgment  or  decree  to  which Assignor or its property is
subject.  The  execution,  delivery  and  performance  by  Assignor  of this AAR
Agreement  and  the  consummation by it of the transactions contemplated hereby,
have  been  duly  authorized  by  all  necessary corporate action on the part of
Assignor.  This  AAR  Agreement has been duly executed and delivered by Assignor
and, upon the due authorization, execution and delivery by Assignee and Company,
will constitute the valid and legally binding obligation of Assignor enforceable
against  Assignor  in  accordance with its terms except as enforceability may be
limited  by  bankruptcy, reorganization, insolvency, moratorium or other similar
laws  now or hereafter in effect relating to creditors' rights generally, and by
general  principles of equity regardless of whether enforceability is considered
in  a  proceeding  in  equity  or  at  law;

     (g)     No  consent,  approval,  order or authorization of, or declaration,
filing  or registration with, any governmental entity is required to be obtained
or made by Assignor in connection with the execution, delivery or performance by
Assignor  of  this  AAR Agreement, or the consummation by it of the transactions
contemplated  hereby;

     (h)     Neither  Assignor  nor  anyone  acting  on  its behalf has offered,
transferred,  pledged,  sold  or otherwise disposed of the Assigned Loans or any
interest  in  the  Assigned  Loans,  or  solicited  any offer to buy or accept a
transfer,  pledge or other disposition of the Assigned Loans, or any interest in
the  Assigned  Loans  or  otherwise approached or negotiated with respect to the
Assigned  Loans,  or  any  interest in the Assigned Loans with any Person in any
manner,  or  made any general solicitation by means of general advertising or in
any  other  manner,  or  taken  any  other  action  which  would  constitute  a
distribution  of the Assigned Loans under the Securities Act of 1933, as amended
(the  "1933  Act") or which would render the disposition of the Assigned Loans a
violation of Section 5 of the 1933 Act or require registration pursuant thereto;

     (i)     The  Assignor  has  received from Company, and has delivered to the
Assignee,  all  documents  required  to  be delivered to Assignor by the Company
prior  to the date hereof pursuant to the Purchase Agreement with respect to the
Assigned Loans and has not received, and has not requested from the Company, any
additional  documents;  and

     (j)     There  is  no action, suit, proceeding, investigation or litigation
pending or, to Assignor's knowledge, threatened, which either in any instance or
in  the  aggregate,  if determined adversely to Assignor, would adversely affect
Assignor's  execution  or  delivery  of,  or  the  enforceability  of,  this AAR
Agreement,  or  the Assignor's ability to perform its obligations under this AAR
Agreement.

     2.     Assignee  warrants  and  represents to, and covenants with, Assignor
and  Company  as  of  the  date  hereof:

     (a)     Assignee  is  duly organized, validly existing and in good standing
under  the  laws  of  the jurisdiction of its organization and has all requisite
power  and  authority  to  hold  the  Assigned Loans as trustee on behalf of the
holders  of  the  Bear  Stearns  Asset  Backed  Securities  I  Trust  2006-AC2,
Asset-Backed  Certificates,  Series  2006-AC2;

     (b)     Assignee has full corporate power and authority to execute, deliver
and  perform  its  obligations  under  this AAR Agreement, and to consummate the
transactions  set  forth  herein.  The  consummation  of  the  transactions
contemplated  by  this  AAR  Agreement  is  in the ordinary course of Assignee's
business and will not conflict with, or result in a breach of, any of the terms,
conditions  or  provisions  of  Assignee's  charter  or  by-laws  or  any  legal
restriction,  or any material agreement or instrument to which Assignee is now a
party  or  by  which  it  is bound, or result in the violation of any law, rule,
regulation,  order,  judgment  or  decree  to  which Assignee or its property is
subject.  The  execution,  delivery  and  performance  by  Assignee  of this AAR
Agreement  and  the  consummation by it of the transactions contemplated hereby,
have been duly authorized by all necessary corporate action on part of Assignee.
This  AAR  Agreement  has been duly executed and delivered by Assignee and, upon
the  due  authorization,  execution  and  delivery by Assignor and Company, will
constitute  the  valid  and  legally  binding obligation of Assignee enforceable
against  Assignee  in  accordance with its terms except as enforceability may be
limited  by  bankruptcy, reorganization, insolvency, moratorium or other similar
laws  now or hereafter in effect relating to creditors' rights generally, and by
general  principles of equity regardless of whether enforceability is considered
in  a  proceeding  in  equity  or  at  law;

     (c)     No  consent,  approval,  order or authorization of, or declaration,
filing  or registration with, any governmental entity is required to be obtained
or made by Assignee in connection with the execution, delivery or performance by
Assignee  of  this  AAR Agreement, or the consummation by it of the transactions
contemplated  hereby;

     (d)     There  is  no action, suit, proceeding, investigation or litigation
pending or, to Assignee's knowledge, threatened, which either in any instance or
in  the  aggregate,  if determined adversely to Assignee, would adversely affect
Assignee's  execution  or  delivery  of,  or  the  enforceability  of,  this AAR
Agreement,  or  the Assignee's ability to perform its obligations under this AAR
Agreement;  and

     (e)     Assignee  assumes  for  the benefit of each of the Assignor and the
Company  all  of  the  rights of the Purchaser under the Purchase Agreement with
respect  to  the  Assigned  Loans.

     3.     Company  warrants and represents to, and covenant with, Assignor and
Assignee  as  of  the  date  hereof:

     (a)     Attached  hereto as Attachment 2 is a true and accurate copy of the
Purchase  Agreement,  which agreement is in full force and effect as of the date
hereof  and the provisions of which have not been waived, amended or modified in
any  respect,  nor  has  any  notice  of  termination  been  given  thereunder;

     (b)     Company  is  duly  organized, validly existing and in good standing
under  the  laws of the jurisdiction of its incorporation, and has all requisite
power  and  authority to service the Assigned Loans and otherwise to perform its
obligations  under  the  Purchase  Agreement;

     (c)     Company  has full corporate power and authority to execute, deliver
and  perform  its  obligations  under  this AAR Agreement, and to consummate the
transactions  set  forth  herein.  The  consummation  of  the  transactions
contemplated  by  this  AAR  Agreement  is  in  the ordinary course of Company's
business and will not conflict with, or result in a breach of, any of the terms,
conditions  or  provisions  of  Company's  charter  or  by-laws  or  any  legal
restriction,  or  any material agreement or instrument to which Company is now a
party  or  by  which  it  is bound, or result in the violation of any law, rule,
regulation,  order,  judgment  or  decree  to  which  Company or its property is
subject.  The  execution,  delivery  and  performance  by  Company  of  this AAR
Agreement  and  the  consummation by it of the transactions contemplated hereby,
have  been  duly  authorized  by  all  necessary corporate action on the part of
Company.  This  AAR  Agreement  has been duly executed and delivered by Company,
and,  upon  the  due  authorization,  execution  and  delivery  by  Assignor and
Assignee,  will  constitute the valid and legally binding obligation of Company,
enforceable  against  Company  in  accordance  with  its  terms  except  as
enforceability  may  be  limited  by  bankruptcy,  reorganization,  insolvency,
moratorium  or  other  similar  laws  now  or  hereafter  in  effect relating to
creditors'  rights  generally, and by general principles of equity regardless of
whether  enforceability  is  considered  in  a  proceeding  in equity or at law;

     (d)     No  consent,  approval,  order or authorization of, or declaration,
filing  or registration with, any governmental entity is required to be obtained
or  made by Company in connection with the execution, delivery or performance by
Company  of  this  AAR  Agreement, or the consummation by it of the transactions
contemplated  hereby;

     (e)     The  Company  shall  establish  a  Custodial  Account and an Escrow
Account  under  the  Purchase Agreement in favor of the Assignee with respect to
the  Assigned  Loans  separate  from  the  Custodial  Account and Escrow Account
previously  established  under  the  Purchase  Agreement  in  favor of Assignor;

     (f)     No  event  has  occurred  from  the Closing Date to the date hereof
which would render the representations and warranties as to the related Assigned
Loans made by the Company in Sections 3.01 and 3.02 of the Purchase Agreement to
be  untrue  in  any  material  respect;  and

     (g)     Neither this AAR Agreement nor any certification, statement, report
or  other  agreement, document or instrument furnished or to be furnished by the
Company  pursuant  to this AAR Agreement contains or will contain any materially
untrue statement of fact or omits or will omit to state a fact necessary to make
the  statements  contained  therein  not  misleading.

     4.     Assignor  hereby  agrees to indemnify and hold the Assignee (and its
successors  and assigns) harmless against any and all claims, losses, penalties,
fines,  forfeitures,  legal  fees  and  related  costs, judgments, and any other
costs,  fees  and  expenses  that  Assignee (and its successors and assigns) may
sustain in any way related to any breach of the representations or warranties of
Assignor  set  forth  in  this  AAR  Agreement  or the breach of any covenant or
condition  contained  herein.

                             RECOGNITION OF ASSIGNEE

     5.     From  and after the date hereof, Company shall recognize Assignee as
owner  of  the  Assigned Loans, and acknowledges that the Assigned Loans will be
part  of  a  REMIC,  and  will service the Assigned Loans in accordance with the
Purchase  Agreement  (as  modified  by  this AAR Agreement) but in no event in a
manner  that  would  (i)  cause  any REMIC to fail to qualify as a REMIC or (ii)
result  in  the imposition of a tax upon any REMIC (including but not limited to
the  tax on prohibited transactions as defined in Section 860F(a)(2) of the Code
and  the  tax  on  contributions  to a REMIC set forth in Section 860G(d) of the
Code).  It  is  the  intention  of  Assignor, Company and Assignee that this AAR
Agreement shall be binding upon and for the benefit of the respective successors
and  assigns  of the parties hereto. Neither Company nor Assignor shall amend or
agree to amend, modify, waive, or otherwise alter any of the terms or provisions
of  the  Purchase  Agreement  which  amendment,  modification,  waiver  or other
alteration  would in any way affect the Assigned Loans without the prior written
consent  of  Assignee.

     6.     Notwithstanding  any  term hereof to the contrary, the execution and
delivery  of  the  AAR  Agreement  by  the Assignee is solely in its capacity as
trustee  for  Bear  Stearns  Asset  Backed  Securities  I Trust 2006-AC2 and not
individually,  and  any  recourse  against  the  Assignee  in  respect  of  any
obligations  it  may  have  under or pursuant to the terms of this AAR Agreement
shall  be  limited  solely  to the assets it may hold as trustee of Bear Stearns
Asset  Backed  Securities  I  Trust  2006-AC2.

     Company  shall  indemnify and hold harmless the Assignor, each affiliate of
the  Assignor,  Bear  Stearns  Asset  Backed  Securities  I LLC ("BSABS I"), the
Assignee, Bear, Stearns & Co. Inc. (the "Underwriter") and each affiliate of the
Underwriter,  each  Person  (including, but not limited to, the Master Servicer)
responsible  for  the preparation, execution or filing of any report required to
be  filed  with  the Commission, or for execution of a certification pursuant to
Rule  13a-14(d)  or  Rule  15d-14(d)  under  the  Exchange  Act, each Person who
controls  the  Assignor,  BSABS  I,  the Assignee or the Underwriter (within the
meaning of Section 15 of the Securities Act and Section 20 of the Exchange Act);
and the respective present and former directors, officers, employees, agents and
affiliates  of  each  of the foregoing (each, an "Indemnified Party"), and shall
hold  each  of  them  harmless  from  and  against  any claims, losses, damages,
penalties,  fines,  forfeitures,  legal  fees  and  expenses  and related costs,
judgments,  and  any other costs, fees and expenses that any of them may sustain
arising  out  of  or  based  upon:

          (i)  (A) any  untrue  statement  of  a  material  fact  contained  or
               alleged  to  be  contained  in  any  information,  report,
               certification,  data,  accountants'  letter  or  other  material
               provided  in written or electronic form under Amendment Reg AB to
               the  Amended  and  Restated  Purchase,  Warranties  and Servicing
               Agreement,  dated  as  of  November  7,  2005  by and between the
               Assignor and the Company (the "Reg AB Amendment") by or on behalf
               of  the Assignor, or provided under the Reg AB Amendment by or on
               behalf  of  any  Subservicer,  Subcontractor  or  Third-Party
               Originator  (collectively, the "Company Information"), or (B) the
               omission  or alleged omission to state in the Company Information
               a  material fact required to be stated in the Company Information
               or  necessary  in  order  to  make the statements therein, in the
               light  of  the  circumstances  under  which  they  were made, not
               misleading; provided, by way of clarification, that clause (B) of
               this  paragraph  shall  be  construed  solely by reference to the
               Company Information and not to any other information communicated
               in  connection  with  a  sale  or purchase of securities, without
               regard  to whether the Company Information or any portion thereof
               is  presented  together  with  or  separately  from  such  other
               information;

          (ii) any breach  by  the  Company  of  its  obligations  under the Reg
               AB  Amendment, including particularly any failure by the Company,
               any  Subservicer, any Subcontractor or any Third-Party Originator
               to  deliver  any information, report, certification, accountants'
               letter  or  other  material when and as required under the Reg AB
               Amendment,  including  any  failure  by  the  Company to identify
               pursuant  toSection  2(e)(ii)  of  the  Reg  AB  Amendment  any
               Subcontractor  "participating  in  the servicing function" within
               the  meaning  of  Item  1122  of  Regulation  AB;

          (iii) any breach  by  the  Company  of  a  representation  or warranty
               set  forth  in  Section  2(a)(i)  of the Reg AB Amendment or in a
               writing  furnished  pursuant  to  Section  2(a)(ii) of the Reg AB
               Amendment  and made as of a date prior to the date hereof, to the
               extent  that  such breach is not cured by the date hereof, or any
               breach  by  the  Company  of  a  representation  or warranty in a
               writing  furnished  pursuant  to  Section  2(a)(ii) of the Reg AB
               Amendment  to the extent made as of a date subsequent to the date
               hereof;  or

          (iv) the negligence,  bad  faith  or  willful  misconduct  of  the
               Company  in  connection  with  its  performance  under the Reg AB
               Amendment.

     If  the  indemnification provided for herein is unavailable or insufficient
to  hold  harmless  an  Indemnified Party, then the Company agrees that it shall
contribute  to  the amount paid or payable by such Indemnified Party as a result
of any claims, losses, damages or liabilities incurred by such Indemnified Party
in  such  proportion  as  determined  by  a  court  of competent jurisdiction or
arbitrator  appointed pursuant to the Purchase Agreement to reflect the relative
fault  of  such  Indemnified Party on the one hand and the Company on the other.

     In  the  case of any failure of performance described in clause (ii) above,
the  Company shall promptly reimburse the Assignor, the Underwriter, BSABS I and
each  Person  responsible for the preparation, execution or filing of any report
required  to  be  filed with the Commission, or for execution of a certification
pursuant  to  Rule  13a-14(d)  or Rule 15d-14(d) under the Exchange Act, for all
costs reasonably incurred by each such party in order to obtain the information,
report,  certification,  accountants'  letter or other material not delivered as
required  by  the Company, any Subservicer, any Subcontractor or any Third-Party
Originator.

                          MODIFICATION OF PURCHASE AGREEMENT

     7.     The  Company  and  Assignor  hereby  amend the Purchase Agreement as
follows:

     (a)     The  following  definitions  are added to Article I of the Purchase
Agreement:

     Assignee:  U.S.  Bank  National  Association,  as  trustee  for the holders
     --------
     of  the Bear Stearns Asset Backed Securities I Trust 2006-AC2, Asset-Backed
     Certificates,  Series  2006-AC2.

     Nonrecoverable  Advance:  Any  advance  previously  made  by  the  Company
     -----------------------
     pursuant  to Section 5.03 or any Servicing Advance which, in the good faith
     judgment  of  the Company, may not be ultimately recoverable by the Company
     from  Liquidation  Proceeds  or otherwise. The determination by the Company
     that  it  has  made  a  Nonrecoverable  Advance,  shall  be evidenced by an
     Officer's  Certificate  of  the  Company delivered to the Purchaser and the
     Master  Servicer  and  detailing  the  reasons  for  such  determination.

     Pooling  and  Servicing  Agreement:  That  certain  pooling  and  servicing
     ----------------------------------
     agreement,  dated as of February 1, 2006, among BSABS I, the Trustee, Wells
     Fargo  Bank,  N.A. as master servicer, the Securities Administrator and EMC
     Mortgage  Corporation.

     BSABS  I:  Bear  Stearns  Asset  Backed  Securities  I  LLC.
     --------

     Securities  Administrator:  Wells  Fargo  Bank,  N.A.
     -------------------------

     Trustee:  U.S.  Bank National Association, or its successor in interest, or
     -------
     any  successor  trustee  appointed  as  provided  in  the  Pooling  and
     Servicing  Agreement.

     (b)     The  definition  of  Business  Day  is  deleted in its entirety and
replaced  with  the  following:

     Business Day: Any day other than: (i) a Saturday or Sunday, or (ii) a legal
     ------------
     holiday  in  the  States  of  New  York,  Maryland or Minnesota, or (iii) a
     day  on  which  banks  in the States of New York, Maryland or Minnesota are
     authorized  or  obligated  by  law  or  executive  order  to  be  closed.

     (c)     Section  3.02(nn)  is deleted in its entirety and replaced with the
following:

     "(nn)     The  Mortgagor  has not notified the Company, and the Company has
     no  knowledge  of  any  relief  requested or allowed to the Mortgagor under
     the  Servicemembers  Civil  Relief  Act;"

     (d)     The  following  is  added  to  the  second  sentence  of  the third
paragraph  of  Section  4.13  of  the  Purchase  Agreement:

     ";  provided,  however,  that  any  REO  property  shall  be disposed of by
     the  Company  before  the  close  of  the  third taxable year following the
     taxable  year in which the Mortgage Loan became an REO property, unless the
     Company  is  otherwise  directed  by  the  Assignee."

     (e)     The  following  is  added  as  Subsection  4.05(ix) of the Purchase
Agreement:

     "(ix)  to  reimburse  itself  for  any  Nonrecoverable  Advances;"

     (f)     Section  11.04 of the Purchase Agreement is deleted in its entirety
and  replaced  with  the  following:

     Section  11.04      Governing  Law.
                         --------------

          This  Agreement  shall be governed by and construed in accordance with
     the  laws  of  the State of New York without giving effect to principles of
     conflicts  of  laws  (other  than  Section  5-1401  of the New York General
     Obligations  Law) and except to the extent preempted by Federal law and the
     obligations,  rights  and  remedies  of  the  parties  hereunder  shall  be
     determined  in  accordance  with  such  laws.

                                    Miscellaneous

     8.     All  demands,  notices  and  communications  related to the Assigned
Loans,  the  Purchase  Agreement  and this AAR Agreement shall be in writing and
shall  be deemed to have been duly given if personally delivered at or mailed by
registered  mail,  postage  prepaid,  as  follows:

     (a)  In the  case  of  Company:  HSBC  MORTGAGE CORPORATION (USA) Michael T
          Stilb/Senior  Vice  President 2929 Walden Avenue Depew, New York 14042

     (b)  In  the  case  of  Assignor:

          EMC Mortgage Corporation
          Mac Arthur Ridge II
          909 Hidden Ridge Drive, Suite 200
          Irving, Texas 75038
          Attention:  Ralene Ruyle
          Telecopier No.:  (972) 444-2810

          with a copy to:
          Bear Stearns Mortgage Capital Corporation
          383 Madison Avenue
          New York, New York 10179
          Attention: Ernie Calabrese
          Telecopier No.: (212) 272-5591

     (c)  In the case of Assignee:
          U.S. Bank National Association,
          as Trustee
          One Federal Street, 3rd Floor
          Boston, Massachusetts 02110
          Attention: Corporate Trust Services - BSABS I 2006-AC2
          Telecopier No.: (617) 603-6638

     9.     The  Company  hereby  acknowledges  that Wells Fargo Bank, N.A. (the
"Master  Servicer")  has  been  appointed as the master servicer of the Assigned
Loans  pursuant  to the Pooling and Servicing Agreement, dated as of February 1,
2006,  among  the Assignor, the Assignee, Bear Stearns Asset Backed Securities I
LLC  and  the  Master  Servicer,  and  therefor  has  the  right  to enforce all
obligations  of  the  Company,  as  they relate to the Assigned Loans, under the
Purchase  Agreement.  Such  right will include, without limitation, the right to
terminate  the  Company  under  the Purchase Agreement upon the occurrence of an
event of default thereunder, the right to receive all remittances required to be
made  by  the  Company  under  the  Purchase Agreement, the right to receive all
monthly reports and other data required to be delivered by the Company under the
Purchase  Agreement,  the right to examine the books and records of the Company,
indemnification  rights, and the right to exercise certain rights of consent and
approval  relating  to actions taken by the Company.  The Company shall make all
distributions  under  the  Purchase  Agreement,  as  they relate to the Assigned
Loans,  to  the  Master Servicer by wire transfer of immediately available funds
to:

          BSABS I 2006-AC2 Master Servicer Collection Account
          Wells Fargo Bank, N.A.
          ABA# 121000248
          Account Name: SAS Clearing
          Account # 3970771416
          For Further Credit to: BSABS I 2006-AC2, Account # 50896000

     and  the  Company  shall deliver all reports required to be delivered under
the Purchase Agreement, as they relate to the Assigned Loans, to the Assignee at
the  address  set  forth  in  Section  8  herein  and to the Master Servicer at:

          Wells Fargo Bank, N.A.
          9062 Old Annapolis Road
          Columbia, Maryland 21045
          Attention: Client Manager BSABS I 2006-AC2

     10.     A  copy  of all assessments, attestations, reports and certificates
required  to  be  delivered  by  the  Servicer  under this AAR Agreement and the
Purchase  Agreement  shall  be  delivered  to the Master Servicer by the date(s)
specified  herein  or  therein,  and  where  such  documents  are required to be
addressed to any party, such addresses shall include the Master Servicer and the
Master  Servicer  shall  be  entitled  to  rely  on  such  documents.

     11.     Each party will pay any commissions it has incurred and the fees of
its  attorneys  in  connection  with  the  negotiations  for, documenting of and
closing  of  the  transactions  contemplated  by  this  AAR  Agreement.

     12.     This  AAR  Agreement shall be construed in accordance with the laws
of the State of New York, without regard to conflicts of law principles, and the
obligations, rights and remedies of the parties hereunder shall be determined in
accordance  with  such  laws.

     13.     No  term  or  provision  of  this  AAR  Agreement  may be waived or
modified  unless  such  waiver  or  modification is in writing and signed by the
party  against  whom  such  waiver  or  modification  is  sought to be enforced.

     14.     This AAR Agreement shall inure to the benefit of the successors and
assigns  of  the  parties  hereto.  Any  entity into which Assignor, Assignee or
Company  may  be  merged  or consolidated shall, without the requirement for any
further  writing,  be  deemed  Assignor,  Assignee  or  Company,  respectively,
hereunder.

     15.     This  AAR  Agreement  shall  survive the conveyance of the Assigned
Loans,  the  assignment  of the Purchase Agreement to the extent of the Assigned
Loans  by  Assignor  to  Assignee and the termination of the Purchase Agreement.

     16.     This  AAR Agreement may be executed simultaneously in any number of
counterparts.  Each  counterpart  shall be deemed to be an original and all such
counterparts  shall  constitute  one  and  the  same  instrument.

     17.     In  the  event  that  any provision of this AAR Agreement conflicts
with any provision of the Purchase Agreement with respect to the Assigned Loans,
the  terms  of  this  AAR  Agreement  shall  control.


(page)

     IN WITNESS WHEREOF, the parties hereto have executed this AAR Agreement as
of the day and year first above written.


                              EMC MORTGAGE CORPORATION
                              Assignor

                              By:
                                 ---------------------------------
                              Name:
                                   -------------------------------
                              Title:
                                    ------------------------------

                              U.S. BANK NATIONAL ASSOCIATION, not individually
                              but solely as Trustee for the Bear Stearns Asset
                              Backed Securities I Trust 2006-AC2, Asset-Backed
                              Certificates, Series 2006-AC2 Assignee

                              By:
                                 ---------------------------------
                              Name:
                                   -------------------------------
                              Title:
                                    ------------------------------

                              HSBC MORTGAGE CORPORATION
                              (USA)
                              Company

                              By:
                                 ---------------------------------
                              Name:
                                   -------------------------------
                              Title:
                                    ------------------------------

                              Acknowledged and Agreed:

                              WELLS FARGO BANK, N.A.

                              By:
                                 ---------------------------------
                              Name:
                                   -------------------------------
                              Title:
                                    ------------------------------


(page)
                                  ATTACHMENT 1

                             ASSIGNED LOAN SCHEDULE
                             ----------------------

                            (AVAILABLE UPON REQUEST)


(page)
                                  ATTACHMENT 2

                               PURCHASE AGREEMENT
                               ------------------


                            (AVAILABLE UPON REQUEST)





                ASSIGNMENT, ASSUMPTION AND RECOGNITION AGREEMENT

     THIS  ASSIGNMENT, ASSUMPTION AND RECOGNITION AGREEMENT (the "Assignment and
Assumption  Agreement"),  dated  as  of  February  28,  2006,  by  EMC  Mortgage
Corporation,  a  Delaware  corporation  (the  "Assignor"),  U.S.  Bank  National
Association,  not  individually  but  solely  as trustee for the holders of Bear
Stearns  Asset  Backed  Securities  I Trust 2006-AC2, Asset-Backed Certificates,
Series  2006-AC2  (the  "Assignee")  and Wells Fargo Bank, N.A. (the "Company").

     Whereas  the Company has agreed to service certain mortgage loans listed on
Exhibit A hereto (the "Mortgage Loans"), the servicing obligations to which will
transfer  to  the  Company  on  March  1,  2006;  and

     Whereas  the Assignor and the Company entered into that certain Amended and
Restated Master Seller's Warranties and Servicing Agreement dated as of November
1,  2005 (the "Warranties and Servicing Agreement" or the "Agreement"), pursuant
to  which  the  Company  hereby  agrees  to  service  the  Mortgage  Loans.

     In  consideration  of  the mutual promises and agreements contained herein,
and  for  other  good and valuable consideration, the receipt and sufficiency of
which  are hereby acknowledged, the parties hereto agree that the Mortgage Loans
shall  be  subject  to  the  terms  of this Assignment and Assumption Agreement.
Capitalized  terms used herein but not otherwise defined shall have the meanings
assigned  to  them  in  the  Warranties  and  Servicing  Agreement.

Assignment  and  Assumption
---------------------------

     1.     Except as expressly provided for herein, the Assignor hereby grants,
transfers  and  assigns to the Assignee all of its right, title and interest in,
to  and  under  (a)  the  Mortgage  Loans  and  (b) the Warranties and Servicing
Agreement  with  respect  to  the  Mortgage  Loans;  provided, however, that the
Assignor  is not assigning to the Assignee any of its right, title and interest,
to and under the Warranties and Servicing Agreement with respect to any mortgage
loan other than the Mortgage Loans listed on ExhibitA.  Notwithstanding anything
                                             --------
to  the  contrary  contained herein, the Assignor specifically reserves and does
not  assign  to  the  Assignee any right, title and interest in, to or under the
representations  and  warranties contained in Section 3.01 of the Warranties and
Servicing  Agreement,  and to indemnify the Assignor with respect to a breach of
such  representations  and warranties pursuant to Section 3.03 of the Warranties
and  Servicing Agreement, and the Assignor is retaining the right to enforce the
representations  and  warranties and the obligations of the Company set forth in
those  sections  against the Company.  Except as is otherwise expressly provided
herein,  the  Assignor  makes no representations, warranties or covenants to the
Assignee  and  the Assignee acknowledges that the Assignor has no obligations to
the  Assignee  under  the  terms  of  the  Warranties and Servicing Agreement or
otherwise  relating  to  the transaction contemplated herein (including, but not
limited  to,  any  obligation  to  indemnify  the  Assignee).

     With  regards  to  the  Mortgage Loans, a breach of the representations and
warranties  contained  in Section 3.01 of the Warranties and Servicing Agreement
shall  constitute  termination  of  the  Company  as servicer as provided for in
Section  11.01  of  the Warranties and Servicing Agreement.  Section 3.02 of the
Warranties  and  Servicing  Agreement  shall  not  apply  to the Mortgage Loans.

Representations  Warranties  and  Covenants
-------------------------------------------

     2.     The  Assignor  warrants  and  represents to, and covenants with, the
Assignee  that  as  of  the  date  hereof:

          (a)  Attached  hereto  as Exhibit B is a true and accurate copy of the
                                    ---------
               Warranties  and  Servicing  Agreement, which agreement is in full
               force  and  effect  as  of  the date hereof and the provisions of
               which  have  not  been waived, further amended or modified in any
               respect, nor has any notice of termination been given thereunder;

          (b)  The  Assignor is the lawful owner of the Mortgage Loans with full
               right  to  transfer  the  Mortgage  Loans  and any and all of its
               interests,  rights  and  obligations  under  the  Warranties  and
               Servicing  Agreement  as  they relate to the Mortgage Loans, free
               and  clear from any and all claims and encumbrances; and upon the
               transfer  of  the  Mortgage Loans to the Assignee as contemplated
               herein, Assignee shall have good title to each and every Mortgage
               Loan,  as well as any and all of the Assignee's interests, rights
               and  obligations  under the Warranties and Servicing Agreement as
               they  relate to the Mortgage Loans, free and clear of any and all
               liens,  claims  and  encumbrances;

          (c)  There  are  no offsets, counterclaims or other defenses available
               to  the  Company  with  respect  to  the  Mortgage  Loans  or the
               Warranties  and  Servicing  Agreement;

          (d)  The Assignor has no knowledge of, and has not received notice of,
               any  waivers  under,  or  any modification of, any Mortgage Loan;

          (e)  The  Assignor  is  duly  organized,  validly existing and in good
               standing under the laws of the jurisdiction of its incorporation,
               and  has  all  requisite  power and authority to acquire, own and
               sell  the  Mortgage  Loans;

          (f)  The  Assignor  has full corporate power and authority to execute,
               deliver  and  perform  its  obligations under this Assignment and
               Assumption  Agreement,  and  to  consummate  the transactions set
               forth  herein.  The consummation of the transactions contemplated
               by  this  Assignment  and Assumption Agreement is in the ordinary
               course  of the Assignor's business and will not conflict with, or
               result in a breach of, any of the terms, conditions or provisions
               of the Assignor's charter or by-laws or any legal restriction, or
               any material agreement or instrument to which the Assignor is now
               a  party  or  by which it is bound, or result in the violation of
               any  law,  rule,  regulation,  order, judgment or decree to which
               Assignor  or its property is subject. The execution, delivery and
               performance  by  the  Assignor  of this Assignment and Assumption
               Agreement  and  the  consummation  by  it  of  the  transactions
               contemplated  hereby,  have been duly authorized by all necessary
               corporate  action  on  part  of the Assignor. This Assignment and
               Assumption  Agreement has been duly executed and delivered by the
               Assignor  and, upon the due authorization, execution and delivery
               by  the  Assignee  and the Company, will constitute the valid and
               legally  binding  obligation  of the Assignor enforceable against
               the  Assignor  in  accordance  with  its  terms  except  as
               enforceability  may  be  limited  by  bankruptcy, reorganization,
               insolvency,  moratorium or other similar laws now or hereafter in
               effect  relating  to  creditors' rights generally, and by general
               principles  of  equity  regardless  of  whether enforceability is
               considered  in  a  proceeding  in  equity  or  at  law;

          (g)  No  consent, approval, order or authorization of, or declaration,
               filing  or registration with, any governmental entity is required
               to  be  obtained  or  made by the Assignor in connection with the
               execution,  delivery  or  performance  by  the  Assignor  of this
               Assignment and Assumption Agreement, or the consummation by it of
               the  transactions  contemplated  hereby. Neither the Assignor nor
               anyone  acting  on  its behalf has offered, transferred, pledged,
               sold  or otherwise disposed of the Mortgage Loans or any interest
               in  the Mortgage Loans, or solicited any offer to buy or accept a
               transfer,  pledge  or other disposition of the Mortgage Loans, or
               any  interest  in  the  Mortgage Loans or otherwise approached or
               negotiated with respect to the Mortgage Loans, or any interest in
               the  Mortgage  Loans  with  any Person in any manner, or made any
               general  solicitation  by  means of general advertising or in any
               other  manner, or taken any other action which would constitute a
               distribution  of  the  Mortgage Loans under the Securities Act of
               1933,  as  amended  (the  "1933  Act")  or which would render the
               disposition of the Mortgage Loans a violation of Section 5 of the
               1933  Act  or  require  registration  pursuant  thereto;  and

          (h)  The  Assignor has received from the Company, and has delivered to
               the  Assignee,  all  documents  required  to  be delivered to the
               Assignor  by the Company prior to the date hereof pursuant to the
               Warranties  and  Servicing Agreement with respect to the Mortgage
               Loans  and  has  not  received,  and  has  not requested from the
               Company,  any  additional  documents.

     3.     The  Assignee  warrants  and  represents  to,  and  covenants  with,
Assignor  and  Company  as  of  the  date  hereof:

          (a)  The  Assignee  is  duly  organized,  validly existing and in good
               standing  under  the laws of the jurisdiction of its organization
               and  has  all  requisite power and authority to hold the Mortgage
               Loans  on  behalf  of  the  holders  of Bear Stearns Asset Backed
               Certificates  I Trust 2006-AC2, Asset-Backed Certificates, Series
               2006-AC2;

          (b)  The  Assignee  has full corporate power and authority to execute,
               deliver  and  perform  under  this  Assignment  and  Assumption
               Agreement,  and  to consummate the transactions set forth herein.
               The  consummation  of  the  transactions  contemplated  by  this
               Assignment  and Assumption Agreement is in the ordinary course of
               the  Assignee's business and will not conflict with, or result in
               a  breach  of,  any of the terms, conditions or provisions of the
               Assignee's  charter  or  by-laws or any legal restriction, or any
               material  agreement  or instrument to which the Assignee is now a
               party  or by which it is bound, or result in the violation of any
               law,  rule,  regulation,  order,  judgment or decree to which the
               Assignee  or its property is subject. The execution, delivery and
               performance  by  the  Assignee  of this Assignment and Assumption
               Agreement  and  the  consummation  by  it  of  the  transactions
               contemplated  hereby,  have been duly authorized by all necessary
               corporate  action  on  part  of the Assignee. This Assignment and
               Assumption  Agreement has been duly executed and delivered by the
               Assignee  and, upon the due authorization, execution and delivery
               by  the  Assignor  and the Company, will constitute the valid and
               legally  binding  obligation  of Assignee enforceable against the
               Assignee  in  accordance  with its terms except as enforceability
               may  be  limited  by  bankruptcy,  reorganization,  insolvency,
               moratorium  or  other  similar  laws  now  or hereafter in effect
               relating  to  creditors'  rights  generally,  and  by  general
               principles  of  equity  regardless  of  whether enforceability is
               considered  in  a  proceeding  in  equity  or  at  law;

          (c)  No  consent, approval, order or authorization of, or declaration,
               filing  or registration with, any governmental entity is required
               to  be  obtained  or  made by the Assignee in connection with the
               execution,  delivery  or  performance  by  the  Assignee  of this
               Assignment and Assumption Agreement, or the consummation by it of
               the  transactions  contemplated  hereby;  and

          (d)  The Assignee assumes all of the rights of the Purchaser under the
               Warranties  and  Servicing Agreement with respect to the Mortgage
               Loans  other  than  the  right  to enforce the obligations of the
               Company  under  the  Warranties  and  Servicing  Agreement.

     4.     The  Company  warrants  and  represents  to, and covenants with, the
Assignor  and  the  Assignee  as  of  the  date  hereof:

          (a)  Attached  hereto  as Exhibit B is a true and accurate copy of the
                                    ---------
               Warranties  and  Servicing  Agreement, which agreement is in full
               force  and  effect  as  of  the date hereof and the provisions of
               which  have  not  been waived, further amended or modified in any
               respect, nor has any notice of termination been given thereunder;

          (b)  The  Company  is  a  national banking association duly organized,
               validly  existing  and  in  good  standing  under the laws of the
               United  States,  and  has  all  requisite  power and authority to
               service  the  Mortgage  Loans  and  otherwise  to  perform  its
               obligations  under  the  Warranties  and  Servicing  Agreement;

          (c)  The  Company has full power and authority to execute, deliver and
               perform  its  obligations  under  this  Assignment and Assumption
               Agreement,  and  to consummate the transactions set forth herein.
               The  consummation  of  the  transactions  contemplated  by  this
               Assignment  and Assumption Agreement is in the ordinary course of
               the Company's business and will not conflict with, or result in a
               breach  of,  any  of  the  terms, conditions or provisions of the
               Company's  charter  or  by-laws  or any legal restriction, or any
               material  agreement  or  instrument to which the Company is now a
               party  or by which it is bound, or result in the violation of any
               law,  rule,  regulation,  order,  judgment or decree to which the
               Company  or  its property is subject. The execution, delivery and
               performance  by  the  Company  of  this Assignment and Assumption
               Agreement  and  the  consummation  by  it  of  the  transactions
               contemplated  hereby,  have been duly authorized by all necessary
               action  on  part  of  the Company. This Assignment and Assumption
               Agreement  has  been  duly executed and delivered by the Company,
               and,  upon  the  due  authorization,  execution  and  delivery by
               Assignor  and  Assignee,  will  constitute  the valid and legally
               binding obligation of Company, enforceable against the Company in
               accordance with its terms except as enforceability may be limited
               by  the  effect  of  insolvency, liquidation, conservatorship and
               other  similar laws administered by the Federal Deposit Insurance
               Corporation  affecting the enforcement of contract obligations of
               insured  banks  and  subject  to  the application of the rules of
               equity;

          (d)  No  consent, approval, order or authorization of, or declaration,
               filing  or registration with, any governmental entity is required
               to  be  obtained  or  made  by the Company in connection with the
               execution,  delivery  or  performance  by  the  Company  of  this
               Assignment and Assumption Agreement, or the consummation by it of
               the  transactions  contemplated  hereby;

          (e)  The  Company  shall  establish  a Custodial Account and an Escrow
               Account  under the Warranties and Servicing Agreement in favor of
               the Assignee with respect to the Mortgage Loans separate from the
               Custodial Account and Escrow Account previously established under
               the  Warranties and Servicing Agreement in favor of Assignor; and

          (f)  Pursuant  to  Section  9.01  of  the  Warranties  and  Servicing
               Agreement,  the  Company  hereby restates the representations and
               warranties  set  forth  in  Section  3.01  of  the Warranties and
               Servicing  Agreement  with  respect to the Company as of the date
               hereof  as  amended  by  Section  9.

     5.     Assignor  hereby  agrees to indemnify and hold the Assignee (and its
successors  and assigns) harmless against any and all claims, losses, penalties,
fines,  forfeitures,  legal  fees  and  related  costs, judgments, and any other
costs,  fees  and  expenses  that  Assignee (and its successors and assigns) may
sustain in any way related to any breach of the representations or warranties of
Assignor  set forth in this Assignment and Assumption Agreement or the breach of
any  covenant  or  condition  contained  herein.

     6.     The  Company hereby acknowledges that Wells Fargo Bank, N.A. and any
successor thereto (the "Master Servicer"), has been appointed as master servicer
of  the  Mortgage Loans pursuant to the Pooling and Servicing Agreement dated as
of  February  1, 2006 the "Pooling and Servicing Agreement"), among Bear Stearns
Asset  Backed  Securities  I  LLC,  the  Assignor,  the  Assignee and the Master
Servicer,  and therefore has the right to enforce all obligations of the Company
under  the Warranties and Servicing Agreement.  Such right will include, without
limitation,  the  right  to  receive  all remittances required to be made by the
Company  under  the Warranties and Servicing Agreement, the right to receive all
monthly reports and other data required to be delivered by the Company under the
Warranties  and  Servicing Agreement, the right to examine the books and records
of the Company, indemnification rights, and the right to exercise certain rights
of  consent  and approval relating to actions taken by the Company.  The Company
hereby  acknowledges  that  the Master Servicer shall be obligated to notify the
Assignee  in  accordance  with  the  Pooling  and  Servicing  Agreement upon the
discovery  of  an  event  of default by the Company of its obligations under the
Warranties  and  Servicing  Agreement  and  the Assignee shall have the right to
terminate  the  Company as servicer under the Warranties and Servicing Agreement
upon  the  occurrence  of  such  an  event  of  default.

     7.     Notwithstanding  any  term hereof to the contrary, the execution and
delivery  of  this Assignment and Assumption Agreement by the Assignee is solely
in  its  capacity  as  trustee  for  Bear Steans Asset Backed Securities I Trust
2006-AC2,  Asset-Backed  Certificates, Series 2006-AC2 and not individually, and
any  recourse  against  the  Assignee  in respect of any obligations it may have
under or pursuant to the terms of this Assignment and Assumption Agreement shall
be  limited  solely  to  the  assets it may hold as trustee of Bear Steans Asset
Backed  Securities I Trust 2006-AC2, Asset-Backed Certificates, Series 2006-AC2.

Recognition  of  Assignee
-------------------------

     8.     From  and after the date hereof, Company shall recognize Assignee as
owner  of the Mortgage Loans and will service the Mortgage Loans for Assignee as
if  Assignee and Company had entered into a separate servicing agreement for the
servicing  of  the  Mortgage  Loans  in the form of the Warranties and Servicing
Agreement  (as  modified  herein), the terms of which are incorporated herein by
reference.  Notwithstanding  anything to the contrary contained herein or in the
Warranties and Servicing Agreement, Company acknowledges that the Mortgage Loans
will  be  part of a REMIC and hereby agrees that in no event will it service the
Mortgage  Loans in a manner that would (i) cause any REMIC to fail to qualify as
a  REMIC or (ii) result in the imposition of a tax upon any REMIC (including but
not  limited  to  the  tax  on  prohibited  transactions  as  defined in Section
860F(a)(2)  of  the  Code  and  the tax on contributions to a REMIC set forth in
Section  860G(d)  of  the  Code).  It  is the intention of Assignor, Company and
Assignee that this Assignment and Assumption Agreement shall be binding upon and
for  the benefit of the respective successors and assigns of the parties hereto.
Neither  Company  nor  Assignor shall amend or agree to amend, modify, waive, or
otherwise  alter  any of the terms or provisions of the Warranties and Servicing
Agreement which amendment, modification, waiver or other alteration would in any
way  affect  the  Mortgage  Loans without the prior written consent of Assignee.

Modification  ofthe  Warranties  and  ServicingAgreement
--------------------------------------------------------

     9.     The  Company  and Assignor hereby amend the Warranties and Servicing
Agreement  as  follows:

     (a)     The  following  definitions  shall  be  added  to  Article I of the
Warranties  and  Servicing  Agreement:

     Assignee:  U.S.  Bank  National  Association, as trustee for the holders of
     --------
     Bear  Stearns  Asset  Backed  Securities  I  Trust  2006-AC2,  Asset Backed
     Certificates,  Series  2006-AC2.

     Master  Servicer:  With  respect  to  any  Securitization  Transaction, the
     ----------------
     "master servicer," if any, identified in the related transaction documents.

     Nonrecoverable Advance: Any advance previously made by the Company pursuant
     ----------------------
     to  Section 5.03 or any Servicing Advance which, in the good faith judgment
     of  the  Company,  may  not  be  ultimately recoverable by the Company from
     Liquidation Proceeds or otherwise. The determination by the Company that it
     has  made  a  Nonrecoverable  Advance,  shall  be evidenced by an Officer's
     Certificate  of  the  Company  delivered  to  the  Purchaser and the Master
     Servicer  and  detailing  the  reasons  for  such  determination.

     Prepayment  Charge:  Any prepayment premium, penalty or charge payable by a
     ------------------
     Mortgagor  in  connection  with any Principal Prepayment on a Mortgage Loan
     pursuant  to  the  terms  of  the  related  Mortgage  Note.

     Securities  Administrator:  With respect to any Securitization Transaction,
     -------------------------
     the  "securities  administrator,"  if  any,  identified  in  the  related
     transaction  documents.

     SEC:  The  Securities  and  Exchange  Commission.
     ---

     Trustee:  U.S.  Bank  National  Association.
     -------

     (b)     The  definition  of  Principal  Prepayment  in  Article  I  of  the
Warranties  and Servicing Agreement is deleted in its entirety and replaced with
the  following:

     Principal  Prepayment:  Any  payment  or  other  recovery of principal on a
     ---------------------
Mortgage  Loan which is received in advance of its scheduled Due Date, including
any  Prepayment  Charge  and  which  is not accompanied by an amount of interest
representing  scheduled interest due on any date or dates in any month or months
subsequent  to  the  month  of  prepayment.

     (c)     The  definition  of  "Qualified  Depository"  in the Warranties and
Servicing  Agreement  shall be modified by deleting the word "A-1" and replacing
it  with  the  word  "A-1+".

      (d)     Article III of the Agreement is hereby amended effective as of the
date  hereof  as  follows:

          (1)  Section  3.01(b)  is  amended by replacing the "," after the word
               "loans" in the third line, with a ".", and deleting the remainder
               of  the  sentence.

          (2)  Section 3.01(c) is amended by deleting, "the sale of the Mortgage
               Loans  to  the  Purchaser".

          (3)  Section 3.01(f) is amended by adding a "." after, "The Company is
               solvent."  And  deleting  the  remainder  of  the  parapgraph.

          (4)  Section  3.01(h)  is  amended  by  deleting,  "or the sale of the
               Mortgage  Loans  as  evidenced  by  the  consummation  of  the
               transactions  contemplated  by  this  Agreement.

          (5)  Section  3.01(i)  is  deleted  in  its  entirety.

          (6)  Section  3.01(k)  is  deleted  in  its  entirety.

          (7)  by deleting Section 3.01(l) in its entirety and replacing it with
               the  following:

               (l)  No  Material  Change.

                    There  has  been no material adverse change in the servicing
policies  and procedures, business, operations, financial condition or assets of
the  Company  since  the  date of the Company's most recent financial statements
that  would  have  a  material  adverse  effect  on  its  ability to perform its
obligations  under  this  Agreement;

          (8)  Section  3.01(m)  is  deleted  in  its  entirety;  and

          (9)  Section  3.02  is  not  applicable  to  the  Mortgage  Loans.


     (e)     Article  IV  of the Agreement is hereby amended effective as of the
date  hereof  by  adding  the  following  paragraph  to  Section  4.03:

          The  Company  shall  not  waive  any Prepayment Charge unless: (i) the
     enforceability  thereof  shall have been limited by bankruptcy, insolvency,
     moratorium,  receivership  and  other  similar  laws relating to creditors'
     rights  generally,  (ii)  the enforcement thereof is illegal, or any local,
     state  or  federal  agency  has  threatened  legal action if the prepayment
     penalty  is  enforced,  (iii)  the  mortgage  debt  has been accelerated in
     connection  with  a  foreclosure  or other involuntary payment or (iv) such
     waiver  is  standard  and customary in servicing similar Mortgage Loans and
     relates  to a default or a reasonably foreseeable default and would, in the
     reasonable  judgment  of  the  Company, maximize recovery of total proceeds
     taking  into  account  the  value of such Prepayment Charge and the related
     Mortgage  Loan.  If  a  Prepayment  Charge is waived, but does not meet the
     standards  described  above, then the Company is required to pay the amount
     of  such waived Prepayment Charge by remitting such amount to the Purchaser
     by  the  Remittance  Date.

     (f)     The  following is added as Subsection 4.05(x) of the Warranties and
Servicing  Agreement:

          "(x)  to  reimburse  itself  for  any  Nonrecoverable  Advances;"

     (g)     Article  IV of the Agreement is hereby amended by replacing Section
4.25  with  the  following:

     The  Company  shall  not  hire  or  otherwise  utilize  the services of any
Subservicer  to  fulfill any of the obligations of the Company as servicer under
this  Agreement or any Reconstitution Agreement unless the Company complies with
the  provisions  of  paragraph  (a) of this Section 4.25.  The Company shall not
hire  or  otherwise  utilize  the  services  of any Subcontractor, and shall not
permit  any  Subservicer  to  hire  or  otherwise  utilize  the  services of any
Subcontractor,  to  fulfill  any  of  the obligations of the Company as servicer
under this Agreement or any Reconstitution Agreement unless the Company complies
with  the  provisions  of  paragraph  (b)  of  this  Section  4.25.

     (a)     It  shall  not  be necessary for the Company to seek the consent of
     the  Purchaser,  ANy Master Servicer or any Depositor to the utilization of
                      --
     any  Subservicer.  The  Company  shall  cause  any  Subservicer used by the
     Company  (or  by  any Subservicer) for the benefit of the Purchaser and any
     Depositor  to  comply  with  the  provisions  of this Section 4.25 and with
     Sections  6.04,  6.06, 9.01(e)(iii), 9.01(e)(v), 9.01(e)(vi), 9.01(e)(vii),
     9.01(e)(viii)  and  9.01(f) of this Agreement to the same extent as if such
     Subservicer  were the Company, and to provide the information required with
     respect  to  such  Subservicer under Section 9.01(e)(iv) of this Agreement.
     The  Company  shall  be responsible for obtaining from each Subservicer and
     delivering  to  the  Purchaser  and  any  Depositor any servicer compliance
     statement  required  to be delivered by such Subservicer under Section 6.04
     and  any  assessment of compliance and attestation required to be delivered
     by such Subservicer under Section 6.06 and any certification required to be
     delivered  to  the Person that will be responsible for signing the Sarbanes
     Certification  under  Section  6.06  as  and when required to be delivered.

     (b)     It  shall  not  be necessary for the Company to seek the consent of
     the  Purchaser,  any Master Servicer or any Depositor to the utilization of
     any  Subcontractor.  The Company shall promptly upon request provide to the
     Purchaser,  any  Master  Servicer and any Depositor (or any designee of the
     Depositor,  such  as  an  administrator) a written description (in form and
     substance  satisfactory  to  the  Purchaser, such Depositor and such Master
     Servicer)  of  the  role and function of each Subcontractor utilized by the
     Company  or  any  Subservicer,  specifying  (i)  the  identity of each such
     Subcontractor,  (ii)  which  (if  any)  of  such  Subcontractors  are
     "participating  in  the servicing function" within the meaning of Item 1122
     of  Regulation  AB, and (iii) which elements of the Servicing Criteria will
     be  addressed  in  assessments of compliance provided by each Subcontractor
     identified  pursuant  to  clause  (ii)  of  this  paragraph.

     As  a  condition  to  the utilization of any Subcontractor determined to be
"participating  in  the  servicing  function" within the meaning of Item 1122 of
Regulation  AB,  the  Company  shall  cause  any  such Subcontractor used by the
Company  (or  by  any  Subservicer)  for  the  benefit  of the Purchaser and any
Depositor  to  comply  with  the provisions of Sections 6.06 and 9.01(f) of this
Agreement  to  the  same  extent as if such Subcontractor were the Company.  The
Company  shall  be  responsible  for  obtaining  from  each  Subcontractor  and
delivering  to  the Purchaser and any Depositor any assessment of compliance and
attestation  and  the  other  certifications  required  to  be delivered by such
Subservicer  and such Subcontractor under Section 6.06, in each case as and when
required  to  be  delivered.

     (h)     Article  V  of  the Agreement is hereby amended effective as of the
date  hereof  by deleting Section 5.02 in its entirety and replacing it with the
following:

     Section  5.02     Statements  to  the  Purchaser.
                       ------------------------------

No  later than the tenth (10th) calendar day (or if such tenth (10th) day is not
a  Business  Day,  the first Business Day immediately preceding such tenth (10th
day)  of  each  month,  the  Company  shall  furnish  to  the Master Servicer an
electronic  file  containing  the  data specified in Exhibit I, which data shall
                                                     ---------
reflect  information  as  to  the period ending on the last day of the preceding
month,  Exhibit  J  with respect to defaulted mortgage loans and Exhibit M, with
        ----------                                               ---------
respect  to  realized  losses  and  gains,  with  each  such  report.

     (i)     Section 6.04 (Annual Statements as to Compliance) is hereby amended
as  follows:

          (1)     delete  paragraph  (i)  in  its  entirety;

          (2)     delete the reference to "(ii)" at the beginning of the section
     paragraph;  and

          (3)     Delete the references to "the Purchaser and any Depositor" and
     replace  each  with  "the  Master  Servicer".

     (j)     Section  6.05  (Annual  Independent  Public  Accountants' Servicing
     Report)  is  deleted  in  its  entirety.

     (k)     Section  6.06  (Report on Assessment of Compliance and Attestation)
is  hereby  amended  by  replacing  the  references  to  "the  Purchaser and any
Depositor"  with  "the  Master  Servicer" and "the Purchaser and such Depositor"
with  "the  Master  Servicer".

     (l)     Section  6.07(ii)  is hereby amended by replacing the references to
"Purchaser  or Depositor" with "Purchaser, any Master Servicer or any Depositor"
and  deleting  all  references to the Company's obligation with respect to Third
Party  Originators.

     (m)     The  following are added as the second, third and fourth paragraphs
of  Section  6.09  of  the  Warranties  and  Servicing  Agreement:

          "Notwithstanding  anything  in  this  Agreement  to  the contrary, the
     Company  (a) shall not permit any modification with respect to any Mortgage
     Loan that would change the Mortgage Interest Rate and (b) shall not (unless
     the  Mortgagor  is  in  default  with  respect to the Mortgage Loan or such
     default is, in the judgment of the Company, reasonably foreseeable) make or
     permit  any  modification,  waiver or amendment of any term of any Mortgage
     Loan that would both effect an exchange or reissuance of such Mortgage Loan
     under  Section  1001  of  the  Code  (or  Treasury  regulations promulgated
     thereunder).

          Prior to taking any action with respect to the Mortgage Loans which is
     not contemplated under the terms of this Agreement, the Company will obtain
     an Opinion of Counsel reasonably acceptable to the Securities Administrator
     with a copy to the Trustee with respect to whether such action could result
     in the imposition of a tax upon the REMIC (including but not limited to the
     tax on prohibited transactions as defined in Section 860F(a)(2) of the Code
     and the tax on contributions to a REMIC set forth in Section 860G(d) of the
     Code)  (either such event, an "Adverse REMIC Event"), and the Company shall
     not take any such action or cause the Trust Fund to take any such action as
     to  which  it  has  been  advised  that an Adverse REMIC Event could occur.

          The  Company  shall not permit the creation of any "interests" (within
     the  meaning  of  Section 860G of the Code) in the REMIC. The Company shall
     not  enter  into  any  arrangement by which the REMIC will receive a fee or
     other  compensation for services nor permit the REMIC to receive any income
     from  assets  other  than  "qualified  mortgages"  as  defined  in  Section
     860G(a)(3)  of  the  Code  or "permitted investments" as defined in Section
     860G(a)(5)  of  the  Code."

     (n)     Article  IX  of  the  Warranties  and Servicing Agreement is hereby
amended  effective  as of the date hereof by deleting in their entirety Sections
9.01(e)(i)  and  9.01(e)(ii).

     (o)     Article  IX  of  the  Warranties  and Servicing Agreement is hereby
amended  effective  as  of the date hereof by replacing Section 9.01(e)(iv) with
the  following:

     (iv)     For  the  purpose of satisfying the reporting obligation under the
     Exchange  Act  with  respect  to  any class of asset-backed securities, the
     Company  shall  (or  shall  cause  each  Subservicer to) (1) provide prompt
     notice  to  the Purchaser, any Master Servicer and any Depositor in writing
     of  (A)  any  material litigation or governmental proceedings involving the
     Company  or  any  Subservicer,  (B)  any affiliations or relationships that
     develop  following the closing date of a Securitization Transaction between
     the  Company or any Subservicer and any of the parties specified in Section
     9.01(e)(iii)(J)  (and  any  other  parties  identified  in  writing  by the
     requesting  party) with respect to such Securitization Transaction, (C) any
     Event  of  Default  under the terms of this Agreement or any Reconstitution
     Agreement,  (D)  any  merger, consolidation or sale of substantially all of
     the  assets  of  the Company, and (E) the Company's entry into an agreement
     with  a  Subservicer  to perform or assist in the performance of any of the
     Company's obligations under this Agreement or any Reconstitution Agreement,
     and  (2)  provide  to the Purchaser and any Depositor a description of such
     proceedings,  affiliations  or  relationships.

          All  notification  pursuant  to  this  Section 9.01(e)(iv), other than
     those  pursuant  to  Section  9.01(e)(iv)(A),  should  be  sent  to:

     EMC  Mortgage  Corporation
     2780  Lake  Vista  Drive
     Lewisville,  TX  75067-3884
     Attention:  Conduit  Seller  Approval  Dept.
     Facsimile:  (214)  626-3751
     Email:  sellerapproval@bear.com

     With  a  copy  to:

     Bear,  Stearns  &  Co.  Inc.
     383  Madison  Avenue,  3rd  Floor
     New,  York,  NY  10179
     Attention:  Global  Credit  Administration
     Facsimile:  (212)  272-6564

     Notifications  pursuant  to  Section  9.01(e)(iv)(A)  should  be  sent  to:

     EMC  Mortgage  Corporation
     Two  Mac  Arthur  Ridge
     909  Hidden  Ridge  Drive,  Suite  200
     Irving,  TX  75038
     Attention:  Associate  General  Counsel  for  Loan  Administration
     Facsimile:  (972)  831-2555

     With  copies  to:

     Bear,  Stearns  &  Co.  Inc.
     383  Madison  Avenue,  3rd  Floor
     New,  York,  NY  10179
     Attention:  Global  Credit  Administration
     Facsimile:  (212)  272-6564

     EMC  Mortgage  Corporation
     2780  Lake  Vista  Drive
     Lewisville,  TX  75067-3884
     Attention:  Conduit  Seller  Approval  Dept.
     Facsimile:  (214)  626-3751
     Email:  sellerapproval@bear.com

     (p)     Section  9.01(e)(v)  of  the  Warranties and Servicing Agreement is
hereby  amended  effective as of the date hereof, by replacing the references to
"the  Purchaser  and any Depositor" with "the Purchaser, the Master Servicer and
any  Depositor"  and "the Purchaser and such Depositor" with "the Purchaser, the
Master  Servicer  and  such  Depositor".

     (q)     The third paragraph of Section 9.01 of the Warranties and Servicing
Agreement  is  hereby  amended effective as of the date hereof by replacing such
section  with  the  following:

          The  Purchaser  and the Company acknowledge and agree that the purpose
     of  Section  9.01(e)  is  to facilitate compliance by the Purchaser and any
     Depositor  with  the  provisions  of  Regulation  AB  and related rules and
     regulations  of the Commission. Although Regulation AB is applicable by its
     terms  only  to  offerings  of  asset-backed securities that are registered
     under  the  Securities  Act,  the  Company  acknowledges  that investors in
     privately  offered  securities  may  require  that  the  Purchaser  or  any
     Depositor  provide  comparable  disclosure  in  unregistered  offerings.
     References  in  this  Agreement  to  compliance  with Regulation AB include
     provision  of  comparable  disclosure  in  private  offerings.

          Neither  the  Purchaser,  the  Master Servicer nor any Depositor shall
     exercise  its right to request delivery of information or other performance
     under these provisions other than in good faith, or for purposes other than
     compliance  with  the  Securities  Act,  the Exchange Act and the rules and
     regulations  of  the  Commission  thereunder (or the provision in a private
     offering  of  disclosure  comparable  to that required under the Securities
     Act).  The Company acknowledges that interpretations of the requirements of
     Regulation  AB  may  change over time, whether due to interpretive guidance
     provided  by  the  Commission or its staff, consensus among participants in
     the  asset-backed  securities markets, advice of counsel, or otherwise, and
     agrees  to  comply with requests made by the Purchaser, the Master Servicer
     or  any  Depositor  in  good  faith for delivery of information under these
     provisions  on  the  basis of evolving interpretations of Regulation AB. In
     connection with any Securitization Transaction, the Company shall cooperate
     fully  with  the  Purchaser  and  any  Master  Servicer  to  deliver to the
     Purchaser  (including  any  of  its  assignees  or  designees),  any Master
     Servicer  and  any  Depositor,  any  and  all  statements,  reports,
     certifications,  records  and  any  other information necessary in the good
     faith  determination of the Purchaser, the Master Servicer or any Depositor
     to  permit  the Purchaser, such Master Servicer or such Depositor to comply
     with  the  provisions  of  Regulation  AB,  together  with such disclosures
     relating  to  the  Company, any Subservicer, any Third-Party Originator and
     the  Mortgage  Loans,  or  the  servicing of the Mortgage Loans, reasonably
     believed  by  the  Purchaser  or  any Depositor to be necessary in order to
     effect  such  compliance.

          The  Purchaser  (including  any  of  its assignees or designees) shall
     cooperate  with  the  Company  by  providing  timely notice of requests for
     information under these provisions and by reasonably limiting such requests
     to  information required, in the Purchaser's reasonable judgment, to comply
     with  Regulation  AB.

     (r)     Section  9.01(e)(vii)  of the Warranties and Servicing Agreement is
hereby  amended  effective  as of the date hereof by replacing such section with
the  following:

          (vii)  In addition to such information as the Company, as servicer, is
     obligated  to  provide  pursuant to other provisions of this Agreement, not
     later  than  ten  (10)  days  prior  to  the deadline for the filing of any
     distribution  report  on  Form  10-D  in  respect  of  any  Securitization
     Transaction that includes any of the Mortgage Loans serviced by the Company
     or  any Subservicer, the Company or such Subservicer, as applicable, shall,
     to the extent the Company or such Subservicer has knowledge, provide to the
     party  responsible  for  filing  such report (including, if applicable, the
     Master  Servicer)  notice  of the occurrence of any of the following events
     along  with  all information, data, and materials related thereto as may be
     required to be included in the related distribution report on Form 10-D (as
     specified  in  the  provisions  of  Regulation  AB  referenced  below):

               (A)     any material modifications, extensions or waivers of pool
     asset  terms, fees, penalties or payments during the distribution period or
     that  have  cumulatively  become  material  over  time (Item 1121(a)(11) of
     Regulation  AB);

               (B)     material  breaches  of  pool  asset  representations  or
warranties  or  transaction  covenants  (Item 1121(a)(12) of Regulation AB); and

               (C)     information  regarding  new  asset-backed  securities
     issuances  backed by the same pool assets, any pool asset changes (such as,
     additions,  substitutions  or  repurchases),  and  any  material changes in
     origination, underwriting or other criteria for acquisition or selection of
     pool  assets  (Item  1121(a)(14)  of  Regulation  AB).

     (s)     Article  IX  of the Agreement is hereby amended effective as of the
date  hereof  by  inserting  the following new Section 9.01(e)(viii) as follows:

          (viii) The Company shall provide to the Purchaser, any Master Servicer
     and  any Depositor, evidence of the authorization of the person signing any
     certification  or  statement,  copies  or  other  evidence of Fidelity Bond
     Insurance  and  Errors and Omission Insurance policy, financial information
     and  reports,  and  such  other  information  related to the Company or any
     Subservicer  or  the  Company  or such Subservicer's performance hereunder.

     (t)     Article  IX  of the Agreement is hereby amended effective as of the
date  hereof  by  inserting  the  following after Section 9.01(e)(iii)(H) in its
entirety  as  follows:

          (I)     a  description  of  any  material  legal  or  governmental
     proceedings pending (or known to be contemplated) against the Servicer; and

          (J)     a  description  of any affiliation or relationship between the
     Servicer  and any of the following parties to a Securitization Transaction,
     as  such  parties  are  identified  to the Servicer by the Purchaser or any
     Depositor  in  writing  in  advance  of  such  Securitization  Transaction:

               (1)     the sponsor;
               (2)     the depositor;
               (3)     the issuing entity;
               (4)     any servicer;
               (5)     any trustee;
               (6)     any originator;
               (7)     any significant obligor;
               (8)     any enhancement or support provider; and
               (9)     any other material transaction  party.

     (u)     Article IX of this Agreement is hereby amended by replacing Section
9.01(f)  with  the  following:

     (f)  the  Company  shall  indemnify  the  Purchaser,  each affiliate of the
          Purchaser,  and  each  of  the  following  parties  participating in a
          Securitization  Transaction;  each  sponsor  and  issuing entity; each
          Person  (including,  but  not  limited  to,  any  Master  Servicer, if
          applicable)  responsible  for  the preparation, execution or filing of
          any  report  required  to be filed with the Commission with respect to
          such  Securitization  Transaction, or for execution of a certification
          pursuant  to  Rule  13a-14(d) or Rule 15d-14(d) under the Exchange Act
          with  respect  to  such Securitization Transaction; each broker dealer
          acting  as  underwriter,  placement  agent  or initial purchaser, each
          Person  who  controls any of such parties or the Depositor (within the
          meaning  of  Section  15  of  the Securities Act and Section 20 of the
          Exchange  Act);  and  the  respective  present  and  former directors,
          officers,  employees,  agents  and affiliates of each of the foregoing
          and  of  the  Depositor (each, an "Indemnified Party"), and shall hold
          each  of  them  harmless from and against any claims, losses, damages,
          penalties,  fines,  forfeitures,  legal  fees and expenses and related
          costs,  judgments,  and any other costs, fees and expenses that any of
          them  may  sustain  arising  out  of  or  based  upon:

          (i)  (A)     any  untrue  statement  of  a  material fact contained or
               alleged  to  be  contained  in  any  information,  report,
               certification,  data,  accountants'  letter  or  other  material
               provided  under  Sections  9.01(c) and (e) by or on behalf of the
               Company,  or  provided  under  Sections  9.01(c) and (e) by or on
               behalf  of  any  Subservicer,  Subcontractor  or  Third-Party
               Originator  (collectively, the "Company Information"), or (B) the
               omission  or alleged omission to state in the Company Information
               a  material fact required to be stated in the Company Information
               or  necessary  in  order  to  make the statements therein, in the
               light  of  the  circumstances  under  which  they  were made, not
               misleading; provided, by way of clarification, that clause (B) of
               this  paragraph  shall  be  construed  solely by reference to the
               Company Information and not to any other information communicated
               in  connection  with  a  sale  or purchase of securities, without
               regard  to whether the Company Information or any portion thereof
               is  presented  together  with  or  separately  from  such  other
               information;

          (ii) any  breach  by the Company of its obligations under this Section
               9.01(f),  including  any failure by the Company, any Subservicer,
               any  Subcontractor  or  any Third-Party Originator to deliver any
               information,  report, certification, accountants' letter or other
               material  when  and  as  required under Sections 9.01(c) and (e),
               including  any  failure  by  the  Company  to  identify  any
               Subcontractor  "participating  in  the servicing function" within
               the  meaning  of  Item  1122  of  Regulation  AB;  or

          (iii)  any  breach  by the Company of a representation or warranty set
               forth  in  Section  9.01(e)(iv)(A)  or  in  a  writing  furnished
               pursuant to Section 9.01(e)(iv)(B) and made as of a date prior to
               the  closing  date  of the related Securitization Transaction, to
               the extent that such breach is not cured by such closing date, or
               any  breach  by  the Company of a representation or warranty in a
               writing  furnished  pursuant  to  Section  9.01(e)(iv)(B)  to the
               extent  made  as  of  a  date  subsequent  to  such closing date.

          (iv) the negligence, bad faith or willful misconduct of the Company in
               connection  with  its  performance  under  this  Section.

               If  the  indemnification  provided  for  herein is unavailable or
               insufficient  to  hold  harmless  an  Indemnified Party, then the
               Company  agrees  that  it  shall contribute to the amount paid or
               payable  by  such  Indemnified  Party  as a result of any claims,
               losses, damages or liabilities incurred by such Indemnified Party
               ins  such  proportion  as  is appropriate to reflect the relative
               fault  of  such Indemnified Party on the one hand and the Company
               on  the  other.

               In the case of any failure of performance described in sub-clause
               (ii)  of  this  Section  9.01(f),  the  Company  shall  promptly
               reimburse  the  Purchaser, any Depositor, as applicable, and each
               Person  responsible  for  the preparation, execution or filing of
               any  report required to be filed with the Commission with respect
               to  such  Securitization  Transaction,  or  for  execution  of  a
               certification  pursuant to Rule 13a-14(d) or Rule 15d-14(d) under
               the Exchange Act with respect to such Securitization Transaction,
               for  all costs reasonably incurred by each such party in order to
               obtain  the  information,  report,  certification,  accountants'
               letter  or  other  material  not  delivered  as  required  by the
               Company,  any  Subservicer,  any Subcontractor or any Third-Party
               Originator.

          THIS  INDEMNIFICATION  SHALL SURVIVE THE TERMINATION OF THIS AGREEMENT
          OR  THE  TERMINATION  OF  ANY  PARTY  TO  THIS  AGREEMENT.

     (v)     Article  X  of  the Agreement is hereby amended effective as of the
date  hereof by adding the following at the end of the last paragraph of Section
10.01:

          If  the  Company  is  terminated  pursuant  to this Section 10.01, the
     Company  shall  promptly  reimburse  the  Purchaser (or any designee of the
     Purchaser, such as a master servicer) and any Depositor, as applicable, for
     all  reasonable  expenses  incurred  by the Purchaser (or such designee) or
     such Depositor, as such are incurred, in connection with the termination of
     the Company as servicer and the transfer of servicing of the Mortgage Loans
     to  a  successor servicer. The provisions of this paragraph shall not limit
     whatever  rights  the  Purchaser  or  any  Depositor  may  have under other
     provisions of this Agreement and/or any applicable Reconstitution Agreement
     or  otherwise,  whether in equity or at law, such as an action for damages,
     specific  performance  or  injunctive  relief.

     (w)     The first sentence of Section 12.03 of the Warranties and Servicing
Agreement  is  deleted  in  its  entirety  and  replaced  with  the  following:

          Section  12.03      Governing  Law.
                              ---------------

          This  Agreement  shall be governed by and construed in accordance with
the  laws  of  the  State  of  New  York  without giving effect to principles of
conflicts of laws (other than Section 5-1401 of the New York General Obligations
Law)  and  except  to  the  extent preempted by Federal law and the obligations,
rights  and  remedies of the parties hereunder shall be determined in accordance
with  such  laws.

     (x)     A  new  Section  12.12 (Third Party Beneficiary) is hereby added to
the  Warranties  and  Servicing  Agreement.

          Section  12.12     Third  Party  Beneficiary.
                             --------------------------

          For  Purposes  of  this  Agreement,  each  Master  Servicer  shall  be
     considered a third party beneficiary to this Agreement, entitled to all the
     rights  and benefits hereof as if it were a direct party to this Agreement.

          The  Warranties  and  Servicing  Agreement is hereby amended as of the
     date hereof by inserting a new Exhibit I, a copy of which is annexed hereto
     as  Exhibit  C.

     (y)     The  Warranties and Servicing Agreement is hereby amended as of the
date  hereof  by inserting a new Exhibit J, a copy of which is annexed hereto as
Exhibit  D.

     (z)     The  Warranties and Servicing Agreement is hereby amended as of the
date  hereof  by inserting a new Exhibit K, a copy of which is annexed hereto as
Exhibit  E.

     (aa)     The Warranties and Servicing Agreement is hereby amended as of the
date  hereof  by inserting a new Exhibit D, a copy of which is annexed hereto as
Exhibit  F.


     10.     A  copy  of all assessments, attestations, reports and certificates
required  to  be  delivered  by  the  Servicer  under this AAR Agreement and the
Purchase  Agreement  shall  be  delivered  to the Master Servicer by the date(s)
specified  herein  or  therein,  and  where  such  documents  are required to be
addressed to any party, such addresses shall include the Master Servicer and the
Master  Servicer  shall  be  entitled  to  rely  on  such  documents.

     11.     Distributions  shall  be  made  by  wire  transfer  of  immediately
available  funds  to:

          Bear Stearns BSABS I 2006-AC2 Master Servicer Collection Account
          Wells Fargo Bank, N.A.
          ABA# 121000248
          Account Name: SAS Clearing
          Account # 3970771416
          For Further Credit to: BSABS I 2006-AC2, A/C# 50896000

and  the  Company  shall  deliver all reports required to be delivered under the
Warranties  and  Servicing  Agreement  to  the  Master  Servicer  at:

          Wells Fargo Bank, N.A.
          9062 Old Annapolis Road
          Columbia, Maryland 21045
          Attention: Client Manager BSABS I 2006-AC2
          Telecopier No.: (410) 715-2380

     12.     Notices:

     The  Assignor's  address  for  purposes  of  all notices and correspondence
related  to  the Mortgage Loans and this Assignment and Assumption Agreement is:

          EMC  Mortgage  Corporation
          Mac  Arthur  Ridge  Illinois
          909  Hidden  Ridge  Drive,  Suite  200
          Irving,  Texas  75038
          Attention:  Ralene  Ruyle,  President

          With  a  copy  to:

          Bear Stearns Mortgage Capital Corporation
          383 Madison Avenue
          New York, New York 10179
          Attention: Ernie Calabrese


     The  Assignee's  address  for  purposes  of  all notices and correspondence
related  to  the Mortgage Loans and this Assignment and Assumption Agreement is:

          U.S.  Bank  National  Association,
          as  trustee
          One  Federal  Street,  3rd  Floor
          Boston,  MA  02110
          Attention: Corporate Trust Services
          BSABS I 2006-AC2
          Telecopy: (617) 603-6413

     The  Company's  address  for  purposes  of  all  notices and correspondence
related  to  the Mortgage Loans and this Assignment and Assumption Agreement is:

          Wells  Fargo  Bank,  N.A.
          1 Home Campus
          MAC X2401-042
          Des Moines, Iowa 50328-0001
          Attention:  John  B.  Brown


          With  a  copy  to:

          Wells  Fargo  Bank,  N.A.
          1  Home  Campus
          Des  Moines,  Iowa  50328-0001
          Attention:  General  Counsel  -  MAC  X2401-06T

Miscellaneous:
--------------

     13.     Each  party  will  pay  any  commissions  it  has  incurred and the
Assignor  shall  pay  the  fees  of its attorneys and the reasonable fees of the
attorneys  of  the  Assignee and the Company in connection with the negotiations
for,  documenting  of  and  closing  of  the  transactions  contemplated by this
Assignment  and  Assumption  Agreement.

     14.     This  Assignment  and  Assumption  Agreement  shall be construed in
accordance with the laws of the State of New York, including Sections 5-1401 and
5-1402  of  the  New  General  Obligations  Law, but otherwise without regard to
conflicts  of  law  principles,  and the obligations, rights and remedies of the
parties  hereunder  shall  be  determined  in  accordance  with  such  laws.

     15.     No  term  or  provision of this Assignment and Assumption Agreement
may  be  waived or modified unless such waiver or modification is in writing and
signed  by  the  party  against whom such waiver or modification is sought to be
enforced.

     16.     This Assignment and Assumption Agreement shall inure to the benefit
of  the  successors  and  assigns  of  the parties hereto. Any entity into which
Assignor,  Assignee  or Company may be merged or consolidated shall, without the
requirement  for  any  further writing, be deemed Assignor, Assignee or Company,
respectively,  hereunder.

     17.     This  Assignment  and  Assumption  Agreement  shall  survive  the
conveyance  of  the  Mortgage  Loans  and  the  assignment of the Warranties and
Servicing  Agreement to the extent of the Mortgage Loans by Assignor to Assignee
and  the  termination  of  the  Warranties  and  Servicing  Agreement.

     18.     This  Assignment  and  Assumption  Agreement  may  be  executed
simultaneously  in any number of counterparts.  Each counterpart shall be deemed
to  be  an  original and all such counterparts shall constitute one and the same
instrument.

     19.     In  the  event that any provision of this Assignment and Assumption
Agreement conflicts with any provision of the Warranties and Servicing Agreement
with  respect to the Mortgage Loans, the terms of this Assignment and Assumption
Agreement  shall  control.

     20.     Any  new  loan  number  assigned to a Mortgage Loan by the Assignee
shall  be  provided  to  the Company at the following address: Wells Fargo Bank,
N.A.,  1 Home Campus, MAC X2401-042, Des Moines, Iowa 50328-0001 Attention: John
B.  Brown.  In addition, if Assignee has changed its document custodian from the
previous  custodian,  such new custodian's name, address and contact information
shall  be  provided  to  the  Company  at  the  aforementioned  address.



(page)

     IN  WITNESS WHEREOF, the parties have caused this Assignment and Assumption
Agreement  to be executed by their duly authorized officers as of the date first
above  written.


                              U.S.  BANK  NATIONAL ASSOCIATION, not individually
                              but  solely  as  trustee  for  the holders of Bear
                              Stearns  Asset Backed Securities I Trust 2006-AC2,
                              Asset-Backed  Certificates,  2006-AC2

                              By:
                                 --------------------------------------
                              Name:  Maryellen Hunter
                              Title:    Assistant Vice President


                              EMC  MORTGAGE  CORPORATION

                              By:
                                 --------------------------------------
                              Name:
                              Title

                              WELLS FARGO BANK, N.A.,
                              as Company

                              By:
                                 --------------------------------------
                              Name:
                              Title:


Acknowledged  and  Agreed

WELLS FARGO BANK, N.A.,
as Master Servicer

By:
   ---------------------------------
Name:   Stacey Taylor
     -------------------------------
Title:  Vice President
      ------------------------------


(page)
                                    Exhibit A
                                    ---------

                                 Mortgage Loans


                            [PROVIDED UPON REQUEST]

(page)

                                    Exhibit B
                                    ---------


Amended and Restated Master Seller's Warranties and Servicing Agreement dated as
of  November  1,  2005,  between  the  Wells  Fargo  and  EMC

                             [PROVIDED UPON REQUEST]


(page)

                                    Exhibit C

                                    EXHIBIT I
                                    ---------


                        REPORTING DATA FOR MONTHLY REPORT

<TABLE>
<CAPTION>
                                           STANDARD  FILE LAYOUT - MASTER SERVICING
---------------------  ------------------------------------------------------  -------  --------------------------------  ----
COLUMN NAME                                 DESCRIPTION                        DECIMAL           FORMAT COMMENT           MAX
                                                                                                                          SIZE
---------------------  ------------------------------------------------------  -------  --------------------------------  ----
<S>                    <C>                                                     <C>      <C>                               <C>
SER_INVESTOR_NBR       A value assigned by the Servicer to define a group               Text up to 10 digits                20
                       of loans.
---------------------  ------------------------------------------------------  -------  --------------------------------  ----
LOAN_NBR               A unique identifier assigned to each loan by the                 Text up to 10 digits                10
                       investor.
---------------------  ------------------------------------------------------  -------  --------------------------------  ----
SERVICER_LOAN_NBR      A unique number assigned to a loan by the Servicer.              Text up to 10 digits                10
                       This may be different than the LOAN_NBR.
---------------------  ------------------------------------------------------  -------  --------------------------------  ----
BORROWER_NAME          The borrower name as received in the file.  It is not            Maximum length of 30 (Last,         30
                       separated by first and last name.                                First)
---------------------  ------------------------------------------------------  -------  --------------------------------  ----
SCHED_PAY_AMT          Scheduled monthly principal and scheduled interest            2  No commas(,) or dollar signs ($)    11
                       payment that a borrower is expected to pay, P&I
                       constant.
---------------------  ------------------------------------------------------  -------  --------------------------------  ----
NOTE_INT_RATE          The loan interest rate as reported by the Servicer.           4  Max length of 6                      6
---------------------  ------------------------------------------------------  -------  --------------------------------  ----
NET_INT_RATE           The loan gross interest rate less the service fee rate        4  Max length of 6                      6
                       as reported by the Servicer.
---------------------  ------------------------------------------------------  -------  --------------------------------  ----
SERV_FEE_RATE          The servicer's fee rate for a loan as reported by the         4  Max length of 6                      6
                       Servicer.
---------------------  ------------------------------------------------------  -------  --------------------------------  ----
SERV_FEE_AMT           The servicer's fee amount for a loan as reported by           2  No commas(,) or dollar signs ($)    11
                       the Servicer.
---------------------  ------------------------------------------------------  -------  --------------------------------  ----
NEW_PAY_AMT            The new loan payment amount as reported by the                2  No commas(,) or dollar signs ($)    11
                       Servicer.
---------------------  ------------------------------------------------------  -------  --------------------------------  ----
NEW_LOAN_RATE          The new loan rate as reported by the Servicer.                4  Max length of 6                      6
---------------------  ------------------------------------------------------  -------  --------------------------------  ----
ARM_INDEX_RATE         The index the Servicer is using to calculate a                4  Max length of 6                      6
                       forecasted rate.
---------------------  ------------------------------------------------------  -------  --------------------------------  ----
ACTL_BEG_PRIN_BAL      The borrower's actual principal balance at the                2  No commas(,) or dollar signs ($)    11
                       beginning of the processing cycle.
---------------------  ------------------------------------------------------  -------  --------------------------------  ----
ACTL_END_PRIN_BAL      The borrower's actual principal balance at the end of         2  No commas(,) or dollar signs ($)    11
                       the processing cycle.
---------------------  ------------------------------------------------------  -------  --------------------------------  ----
BORR_NEXT_PAY_DUE_D    The date at the end of processing cycle that the                 MM/DD/YYYY                          10
ATE                    borrower's next payment is due to the Servicer, as
                       reported by Servicer.
---------------------  ------------------------------------------------------  -------  --------------------------------  ----
SERV_CURT_AMT_1        The first curtailment amount to be applied.                   2  No commas(,) or dollar signs ($)    11
---------------------  ------------------------------------------------------  -------  --------------------------------  ----
SERV_CURT_DATE_1       The curtailment date associated with the first                   MM/DD/YYYY                          10
                       curtailment amount.
---------------------  ------------------------------------------------------  -------  --------------------------------  ----
CURT_ADJ_ AMT_1        The curtailment interest on the first curtailment             2  No commas(,) or dollar signs ($)    11
                       amount, if applicable.
---------------------  ------------------------------------------------------  -------  --------------------------------  ----
SERV_CURT_AMT_2        The second curtailment amount to be applied.                  2  No commas(,) or dollar signs ($)    11
---------------------  ------------------------------------------------------  -------  --------------------------------  ----
SERV_CURT_DATE_2       The curtailment date associated with the second                  MM/DD/YYYY                          10
                       curtailment amount.
---------------------  ------------------------------------------------------  -------  --------------------------------  ----
CURT_ADJ_ AMT_2        The curtailment interest on the second curtailment            2  No commas(,) or dollar signs ($)    11
                       amount, if applicable.
---------------------  ------------------------------------------------------  -------  --------------------------------  ----
SERV_CURT_AMT_3        The third curtailment amount to be applied.                   2  No commas(,) or dollar signs ($)    11
---------------------  ------------------------------------------------------  -------  --------------------------------  ----
SERV_CURT_DATE_3       The curtailment date associated with the third                   MM/DD/YYYY                          10
                       curtailment amount.
---------------------  ------------------------------------------------------  -------  --------------------------------  ----
CURT_ADJ_AMT_3         The curtailment interest on the third curtailment             2  No commas(,) or dollar signs ($)    11
                       amount, if applicable.
---------------------  ------------------------------------------------------  -------  --------------------------------  ----
PIF_AMT                The loan "paid in full" amount as reported by the             2  No commas(,) or dollar signs ($)    11
                       Servicer.
---------------------  ------------------------------------------------------  -------  --------------------------------  ----
PIF_DATE               The paid in full date as reported by the Servicer.               MM/DD/YYYY                          10
---------------------  ------------------------------------------------------  -------  --------------------------------  ----
ACTION_CODE            The standard FNMA numeric code used to indicate                  Action Code Key:                     2
                       the default/delinquent status of a particular loan.              15=Bankruptcy,
                                                                                        30=Foreclosure, , 60=PIF,
                                                                                        63=Substitution,
                                                                                        65=Repurchase,70=REO
---------------------  ------------------------------------------------------  -------  --------------------------------  ----
INT_ADJ_AMT            The amount of the interest adjustment as reported             2  No commas(,) or dollar signs ($)    11
                       by the Servicer.
---------------------  ------------------------------------------------------  -------  --------------------------------  ----
SOLDIER_SAILOR_ADJ_AM  The Soldier and Sailor Adjustment amount, if                  2  No commas(,) or dollar signs ($)    11
T                      applicable.
---------------------  ------------------------------------------------------  -------  --------------------------------  ----
NON_ADV_LOAN_AMT       The Non Recoverable Loan Amount, if applicable.               2  No commas(,) or dollar signs ($)    11
---------------------  ------------------------------------------------------  -------  --------------------------------  ----
LOAN_LOSS_AMT          The amount the Servicer is passing as a loss, if              2  No commas(,) or dollar signs ($)    11
                       applicable.
---------------------  ------------------------------------------------------  -------  --------------------------------  ----
SCHED_BEG_PRIN_BAL     The scheduled outstanding principal amount due at             2  No commas(,) or dollar signs ($)    11
                       the beginning of the cycle date to be passed through
                       to investors.
---------------------  ------------------------------------------------------  -------  --------------------------------  ----
SCHED_END_PRIN_BAL     The scheduled principal balance due to investors at           2  No commas(,) or dollar signs ($)    11
                       the end of a processing cycle.
---------------------  ------------------------------------------------------  -------  --------------------------------  ----
SCHED_PRIN_AMT         The scheduled principal amount as reported by the             2  No commas(,) or dollar signs ($)    11
                       Servicer for the current cycle -- only applicable for
                       Scheduled/Scheduled Loans.
---------------------  ------------------------------------------------------  -------  --------------------------------  ----
SCHED_NET_INT
                       The scheduled gross interest amount less the                  2  No commas(,) or dollar signs ($)    11
                       service fee amount for the current cycle as reported
                       by the Servicer -- only applicable for
                       Scheduled/Scheduled Loans.
---------------------  ------------------------------------------------------  -------  --------------------------------  ----
ACTL_PRIN_AMT          The actual principal amount collected by the                  2  No commas(,) or dollar signs ($)    11
                       Servicer for the current reporting cycle -- only
                       applicable for Actual/Actual Loans.
---------------------  ------------------------------------------------------  -------  --------------------------------  ----
ACTL_NET_INT           The actual gross interest amount less the service             2  No commas(,) or dollar signs ($)    11
                       fee amount for the current reporting cycle as
                       reported by the Servicer -- only applicable for
                       Actual/Actual Loans.
---------------------  ------------------------------------------------------  -------  --------------------------------  ----
PREPAY_PENALTY_ AMT    The penalty amount received when a borrower                   2  No commas(,) or dollar signs ($)    11
                       prepays on his loan as reported by the Servicer.
---------------------  ------------------------------------------------------  -------  --------------------------------  ----
PREPAY_PENALTY_        The prepayment penalty amount for the loan waived             2  No commas(,) or dollar signs ($)    11
WAIVED                 by the servicer.
---------------------  ------------------------------------------------------  -------  --------------------------------  ----
MOD_DATE               The Effective Payment Date of the Modification for               MM/DD/YYYY                          10
                       the loan.
---------------------  ------------------------------------------------------  -------  --------------------------------  ----
MOD_TYPE               The Modification Type.                                           Varchar - value can be alpha or     30
                                                                                        numeric
---------------------  ------------------------------------------------------  -------  --------------------------------  ----
DELINQ_P&I_ADVANCE_A   The current outstanding principal and interest                2  No commas(,) or dollar signs ($)    11
MT                     advances made by Servicer.
---------------------  ------------------------------------------------------  -------  --------------------------------  ----
</TABLE>


(page)

                                    Exhibit D

(page)

                                     EXHIBIT J
                                    ---------

                       REPORTING DATA FOR DEFAULTED LOANS


                  STANDARD FILE LAYOUT - DELINQUENCY REPORTING




COLUMN/HEADER NAME


SERVICER_LOAN_NBR


LOAN_NBR


CLIENT_NBR
--------------------------------------------------------------------------------
SERV_INVESTOR_NBR


BORROWER_FIRST_NAME
--------------------------------------------------------------------------------
BORROWER_LAST_NAME
--------------------------------------------------------------------------------
PROP_ADDRESS
--------------------------------------------------------------------------------
PROP_STATE
--------------------------------------------------------------------------------
PROP_ZIP
--------------------------------------------------------------------------------
BORR_NEXT_PAY_DUE_DATE



LOAN_TYPE
--------------------------------------------------------------------------------
BANKRUPTCY_FILED_DATE
--------------------------------------------------------------------------------
BANKRUPTCY_CHAPTER_CODE
--------------------------------------------------------------------------------
BANKRUPTCY_CASE_NBR


POST_PETITION_DUE_DATE


BANKRUPTCY_DCHRG_DISM_DATE



LOSS_MIT_APPR_DATE


LOSS_MIT_TYPE


LOSS_MIT_EST_COMP_DATE


LOSS_MIT_ACT_COMP_DATE
--------------------------------------------------------------------------------
FRCLSR_APPROVED_DATE


ATTORNEY_REFERRAL_DATE


FIRST_LEGAL_DATE


FRCLSR_SALE_EXPECTED_DATE


FRCLSR_SALE_DATE
--------------------------------------------------------------------------------
FRCLSR_SALE_AMT



EVICTION_START_DATE
--------------------------------------------------------------------------------
EVICTION_COMPLETED_DATE


LIST_PRICE



LIST_DATE
--------------------------------------------------------------------------------
OFFER_AMT



OFFER_DATE_TIME


REO_CLOSING_DATE


REO_ACTUAL_CLOSING_DATE
--------------------------------------------------------------------------------
OCCUPANT_CODE
--------------------------------------------------------------------------------
PROP_CONDITION_CODE
--------------------------------------------------------------------------------
PROP_INSPECTION_DATE
--------------------------------------------------------------------------------
APPRAISAL_DATE
--------------------------------------------------------------------------------
CURR_PROP_VAL


REPAIRED_PROP_VAL



IF APPLICABLE:
--------------------------------------------------------------------------------
DELINQ_STATUS_CODE
--------------------------------------------------------------------------------
DELINQ_REASON_CODE



MI_CLAIM_FILED_DATE


MI_CLAIM_AMT



MI_CLAIM_PAID_DATE


MI_CLAIM_AMT_PAID



POOL_CLAIM_FILED_DATE
--------------------------------------------------------------------------------
POOL_CLAIM_AMT



POOL_CLAIM_PAID_DATE


POOL_CLAIM_AMT_PAID



FHA_PART_A_CLAIM_FILED_DATE
--------------------------------------------------------------------------------
FHA_PART_A_CLAIM_AMT



FHA_PART_A_CLAIM_PAID_DATE
--------------------------------------------------------------------------------
FHA_PART_A_CLAIM_PAID_AMT



FHA_PART_B_CLAIM_FILED_DATE
--------------------------------------------------------------------------------
FHA_PART_B_CLAIM_AMT



FHA_PART_B_CLAIM_PAID_DATE
--------------------------------------------------------------------------------
FHA_PART_B_CLAIM_PAID_AMT



VA_CLAIM_FILED_DATE
--------------------------------------------------------------------------------
VA_CLAIM_PAID_DATE
--------------------------------------------------------------------------------
VA_CLAIM_PAID_AMT





<TABLE>
<CAPTION>
<S>        <C>
EXHIBIT 2: STANDARD FILE CODES - DELINQUENCY REPORTING


The LOSS MIT TYPE field should show the approved Loss Mitigation Code as follows:
-----------------------------------------------------------------------------------------------------------------------------------




NOTE: Wells Fargo Bank will accept alternative Loss Mitigation Types to those above, provided that they are consistent with industr
-----------------------------------------------------------------------------------------------------------------------------------


The OCCUPANT CODE field should show the current status of the property code as follows:
-----------------------------------------------------------------------------------------------------------------------------------










The PROPERTY CONDITION field should show the last reported condition of the property as follows:
-----------------------------------------------------------------------------------------------------------------------------------

















(page)

EXHIBIT 2: STANDARD FILE CODES - DELINQUENCY REPORTING, CONTINUED



The FNMA DELINQUENT REASON CODE field should show the Reason for Delinquency as follows:
-----------------------------------------------------------------------------------------------------------------------------------


<CAPTION>



DELINQUENCY           DELINQUENCY DESCRIPTION
CODE
-----------
<S>          <C>

001          FNMA-Death of principal mortgagor

002          FNMA-Illness of principal mortgagor

003          FNMA-Illness of mortgagor's family member

004          FNMA-Death of mortgagor's family member

005          FNMA-Marital difficulties

006          FNMA-Curtailment of income

007          FNMA-Excessive Obligation

008          FNMA-Abandonment of property

009          FNMA-Distant employee transfer

011          FNMA-Property problem

012          FNMA-Inability to sell property

013          FNMA-Inability to rent property

014          FNMA-Military Service

015          FNMA-Other

016          FNMA-Unemployment

017          FNMA-Business failure

019          FNMA-Casualty loss

022          FNMA-Energy environment costs

023          FNMA-Servicing problems

026          FNMA-Payment adjustment

027          FNMA-Payment dispute

029          FNMA-Transfer of ownership pending

030          FNMA-Fraud

031          FNMA-Unable to contact borrower

INC          FNMA-Incarceration

</TABLE>




(page)

EXHIBIT  2:  STANDARD  FILE  CODES  -  DELINQUENCY  REPORTING,  CONTINUED


The  FNMA  DELINQUENT  STATUS  CODE  field  should show the Status of Default as
     ------------------------------
follows:
    -

<TABLE>
<CAPTION>



STATUS CODE  STATUS DESCRIPTION
-----------  ------------------------------------------
<C>          <S>


         09  Forbearance

         17  Pre-foreclosure Sale Closing Plan Accepted

         24  Government Seizure

         26  Refinance

         27  Assumption

         28  Modification

         29  Charge-Off

         30  Third Party Sale

         31  Probate

         32  Military Indulgence

         43  Foreclosure Started

         44  Deed-in-Lieu Started

         49  Assignment Completed

         61  Second Lien Considerations

         62  Veteran's Affairs-No Bid

         63  Veteran's Affairs-Refund

         64  Veteran's Affairs-Buydown

         65  Chapter 7 Bankruptcy

         66  Chapter 11 Bankruptcy

         67  Chapter 13 Bankruptcy

</TABLE>




(page)
                                    Exhibit E

                                    EXHIBIT K

                     REPORTING DATA FOR REALIZED LOSSES AND GAINS


          CALCULATION OF REALIZED LOSS/GAIN FORM 332- INSTRUCTION SHEET


     NOTE:  DO NOT NET OR COMBINE ITEMS.  SHOW ALL EXPENSES INDIVIDUALLY AND ALL
CREDITS AS SEPARATE LINE ITEMS.  CLAIM PACKAGES ARE DUE ON THE REMITTANCE REPORT
DATE.  LATE  SUBMISSIONS  MAY  RESULT  IN  CLAIMS  NOT  BEING  PASSED  UNTIL THE
FOLLOWING  MONTH.  THE  SERVICER  IS RESPONSIBLE TO REMIT ALL FUNDS PENDING LOSS
APPROVAL  AND  /OR  RESOLUTION  OF  ANY  DISPUTED  ITEMS.


               THE NUMBERS ON THE 332 FORM CORRESPOND WITH THE NUMBERS LISTED
BELOW.

     LIQUIDATION  AND  ACQUISITION  EXPENSES:
     ----------------------------------------


     1.     The  Actual  Unpaid  Principal  Balance  of  the Mortgage Loan.  For
documentation, an Amortization Schedule from date of default through liquidation
breaking  out  the  net  interest  and  servicing  fees  advanced  is  required.


     2.     The  Total  Interest  Due less the aggregate amount of servicing fee
that  would have been earned if all delinquent payments had been made as agreed.
For  documentation,  an  Amortization  Schedule  from  date  of  default through
liquidation  breaking  out  the  net  interest  and  servicing  fees advanced is
required.

     3.     Accrued Servicing Fees based upon the Scheduled Principal Balance of
the  Mortgage  Loan  as  calculated  on  a  monthly basis. For documentation, an
Amortization  Schedule from date of default through liquidation breaking out the
net  interest  and  servicing  fees  advanced  is  required.

     4-12.     Complete  as  applicable.  Required  documentation:

          *  For  taxes  and  insurance  advances  -  see  page  2 of 332 form -
breakdown  required  showing  period

          of  coverage,  base tax, interest, penalty.  Advances prior to default
require  evidence  of  servicer  efforts  to  recover  advances.

           *  For  escrow  advances  -  complete  payment  history

              (to  calculate advances from last positive escrow balance forward)

          *  Other  expenses  -  copies of corporate advance history showing all
payments

          *  REO  repairs  >  $1500  require  explanation

          *  REO  repairs  >$3000  require  evidence  of  at  least  2  bids.

          *  Short  Sale  or  Charge Off require P&L supporting the decision and
WFB's  approved  Officer  Certificate

          *  Unusual  or  extraordinary items may require further documentation.

     13.          The  total  of  lines  1  through  12.

     Credits:
     --------

     14-21.     Complete  as  applicable.  Required  documentation:

     *  Copy  of  the  HUD  1  from  the  REO  sale.  If  a  3rd Party Sale, bid
instructions  and  Escrow  Agent  /  Attorney

        Letter  of  Proceeds  Breakdown.

     *  Copy  of  EOB  for  any  MI  or  gov't  guarantee

     *  All  other  credits  need  to  be  clearly  defined  on  the  332  form


     22.     The  total  of  lines  14  through  21.





     Please  Note:     For  HUD/VA  loans,  use  line  (18a)  for Part A/Initial
     -------------
proceeds  and  line  (18b)  for  Part  B/Supplemental  proceeds.
     -



     TOTAL  REALIZED  LOSS  (OR  AMOUNT  OF  ANY  GAIN)
     --------------------------------------------------

     23.     The  total derived from subtracting line 22 from 13.  If the amount
represents  a  realized  gain,  show  the  amount  in  parenthesis  (   ).


(page)



                   CALCULATION OF REALIZED LOSS/GAIN FORM 332


     Prepared  by:  __________________               Date:  _______________


     Phone:  ______________________   Email  Address:_____________________


<TABLE>
<CAPTION>



<S>                <C>            <C>

Servicer Loan No.  Servicer Name  Servicer Address



</TABLE>




     WELLS  FARGO  BANK,  N.A.  LOAN  NO._____________________________



     Borrower's  Name: _________________________________________________________


     Property Address: _________________________________________________________



     LIQUIDATION  TYPE:  REO  SALE           3RD  PARTY SALE          SHORT SALE
CHARGE  OFF



     WAS  THIS  LOAN  GRANTED  A  BANKRUPTCY DEFICIENCY OR CRAMDOWN          YES
NO


     If  "Yes",  provide  deficiency  or  cramdown  amount
_______________________________



     LIQUIDATION  AND  ACQUISITION  EXPENSES:


     (1)     Actual  Unpaid  Principal  Balance  of  Mortgage  Loan          $
______________     (1)


     (2)     Interest  accrued  at  Net  Rate
________________     (2)


     (3)     Accrued  Servicing  Fees                          ________________
(3)


     (4)     Attorney's  Fees                               ________________
(4)


     (5)     Taxes  (see  page 2)                               ________________
(5)


     (6)     Property  Maintenance                              ________________
(6)


     (7)     MI/Hazard  Insurance  Premiums  (see  page  2)
________________     (7)


     (8)     Utility  Expenses                               ________________
(8)


     (9)     Appraisal/BPO                               ________________
(9)


     (10)     Property  Inspections
________________     (10)


     (11)     FC Costs/Other Legal Expenses                     ________________
(11)


     (12)     Other  (itemize)                               ________________
(12)


               Cash  for  Keys__________________________
________________     (12)


               HOA/Condo  Fees_______________________           ________________
(12)


               ______________________________________           ________________
(12)





               TOTAL  EXPENSES                              $  _______________
(13)


     CREDITS:


     (14)     Escrow  Balance                              $  _______________
(14)


     (15)     HIP  Refund                                   ________________
(15)


     (16)     Rental  Receipts                              ________________
(16)


     (17)     Hazard Loss Proceeds                              ________________
(17)


     (18)     Primary  Mortgage  Insurance  /  Gov't  Insurance
________________     (18a)  HUD  Part  A


                                                  ________________
(18b)  HUD  Part  B


     (19)     Pool  Insurance  Proceeds                         ________________
(19)


     (20)     Proceeds  from  Sale  of  Acquired  Property
________________     (20)


     (21)     Other  (itemize)                              ________________
(21)


          _________________________________________          ________________
(21)





          TOTAL  CREDITS                              $________________     (22)

     TOTAL  REALIZED  LOSS  (OR  AMOUNT OF GAIN)               $________________
(23)


(page)
<TABLE>
<CAPTION>

ESCROW DISBURSEMENT DETAIL


TYPE         DATE PAID  PERIOD OF  TOTAL PAID   BASE   PENALTIES  INTEREST
                        COVERAGE               AMOUNT
(TAX /INS.)
-----------
<S>          <C>        <C>        <C>         <C>     <C>        <C>















</TABLE>





(page)
                                    Exhibit F

                                    Exhibit D


         SERVICING CRITERIA TO BE ADDRESSED IN ASSESSMENT OF COMPLIANCE


     The  assessment  of  compliance  to be delivered by [the Servicer] [Name of
Subservicer]  shall  address,  at a minimum, the criteria identified as below as
"Applicable  Servicing  Criteria":

<TABLE>
<CAPTION>


                 SERVICING CRITERIA     APPLICABLE SERVICING CRITERIA
                 ------------------     -----------------------------


   REFERENCE      CRITERIA
----------------  -----------------------------------------------------------------
<C>               <S>                                                                <C>

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

                  Payments on mortgage loans are deposited into the                  X
                  appropriate custodial bank accounts and related bank clearing
                  accounts no more than two business days following receipt, or
                  such other number of days specified in the transaction
   1122(d)(2)(i)  agreements.
----------------
                  Disbursements made via wire transfer on behalf of an obligor       X
  1122(d)(2)(ii)  or to an investor are made only by authorized personnel.
----------------
                  Advances of funds or guarantees regarding collections, cash        X
                  flows or distributions, and any interest or other fees charged
                  for such advances, are made, reviewed and approved as
 1122(d)(2)(iii)  specified in the transaction agreements.
----------------
                  The related accounts for the transaction, such as cash             X
                  reserve accounts or accounts established as a form of
                  overcollateralization, are separately maintained (e.g., with
                  respect to commingling of cash) as set forth in the transaction
  1122(d)(2)(iv)  agreements.
----------------
                  Each custodial account is maintained at a federally insured        X
                  depository institution as set forth in the transaction
                  agreements. For purposes of this criterion, "federally insured
                  depository institution" with respect to a foreign financial
                  institution means a foreign financial institution that meets the
                  requirements of Rule 13k-1(b)(1) of the Securities Exchange
   1122(d)(2)(v)  Act.
----------------
                  Unissued checks are safeguarded so as to prevent                   X
  1122(d)(2)(vi)  unauthorized access.
----------------
                   Reconciliations are prepared on a monthly basis for all asset-    X
                  backed securities related bank accounts, including custodial
                  accounts and related bank clearing accounts. These
                  reconciliations are (A) mathematically accurate; (B) prepared
                  within 30 calendar days after the bank statement cutoff date,
                  or such other number of days specified in the transaction
                  agreements; (C) reviewed and approved by someone other
                  than the person who prepared the reconciliation; and (D)
                  contain explanations for reconciling items. These reconciling
                  items are resolved within 90 calendar days of their original
                  identification, or such other number of days specified in the
 1122(d)(2)(vii)  transaction agreements.
----------------
                  INVESTOR REMITTANCES AND REPORTING

                  Reports to investors, including those to be filed with the         X
                  Commission, are maintained in accordance with the
                  transaction agreements and applicable Commission
                  requirements. Specifically, such reports (A) are prepared in
                  accordance with timeframes and other terms set forth in the
                  transaction agreements; (B) provide information calculated in
                  accordance with the terms specified in the transaction
                  agreements; (C) are filed with the Commission as required by
                  its rules and regulations; and (D) agree with investors' or the
                  trustee's records as to the total unpaid principal balance and
   1122(d)(3)(i)  number of mortgage loans serviced by the Servicer.
----------------
                  Amounts due to investors are allocated and remitted in             X
                  accordance with timeframes, distribution priority and other
  1122(d)(3)(ii)  terms set forth in the transaction agreements.
----------------
                  Disbursements made to an investor are posted within two            X
                  business days to the Servicer's investor records, or such other
 1122(d)(3)(iii)  number of days specified in the transaction agreements.
----------------
                  Amounts remitted to investors per the investor reports agree       X
                  with cancelled checks, or other form of payment, or custodial
  1122(d)(3)(iv)  bank statements.
----------------


                  POOL ASSET ADMINISTRATION

                   Collateral or security on mortgage loans is maintained as         X
                  required by the transaction agreements or related mortgage
   1122(d)(4)(i)  loan documents.
----------------
                  Mortgage loan and related documents are safeguarded as             X
  1122(d)(4)(ii)  required by the transaction agreements
----------------
                  Any additions, removals or substitutions to the asset pool are     X
                  made, reviewed and approved in accordance with any
 1122(d)(4)(iii)  conditions or requirements in the transaction agreements.
----------------
                  Payments on mortgage loans, including any payoffs, made in         X
                  accordance with the related mortgage loan documents are
                  posted to the Servicer's obligor records maintained no more
                  than two business days after receipt, or such other number of
                  days specified in the transaction agreements, and allocated to
                  principal, interest or other items (e.g., escrow) in accordance
  1122(d)(4)(iv)  with the related mortgage loan documents.
----------------
                  The Servicer's records regarding the mortgage loans agree          X
                  with the Servicer's records with respect to an obligor's unpaid
   1122(d)(4)(v)  principal balance.
----------------
                  Changes with respect to the terms or status of an obligor's        X
                  mortgage loans (e.g., loan modifications or re-agings) are
                  made, reviewed and approved by authorized personnel in
                  accordance with the transaction agreements and related pool
  1122(d)(4)(vi)  asset documents.
----------------
                  Loss mitigation or recovery actions (e.g., forbearance plans,      X
                  modifications and deeds in lieu of foreclosure, foreclosures
                  and repossessions, as applicable) are initiated, conducted
                  and concluded in accordance with the timeframes or other
 1122(d)(4)(vii)  requirements established by the transaction agreements.
----------------
                  Records documenting collection efforts are maintained during       X
                  the period a mortgage loan is delinquent in accordance with
                  the transaction agreements. Such records are maintained on
                  at least a monthly basis, or such other period specified in the
                  transaction agreements, and describe the entity's activities in
                  monitoring delinquent mortgage loans including, for example,
                  phone calls, letters and payment rescheduling plans in cases
                  where delinquency is deemed temporary (e.g., illness or
1122(d)(4)(viii)  unemployment).
----------------
                  Adjustments to interest rates or rates of return for mortgage      X
                  loans with variable rates are computed based on the related
  1122(d)(4)(ix)  mortgage loan documents.
----------------
                  Regarding any funds held in trust for an obligor (such as          X
                  escrow accounts): (A) such funds are analyzed, in
                  accordance with the obligor's mortgage loan documents, on at
                  least an annual basis, or such other period specified in the
                  transaction agreements; (B) interest on such funds is paid, or
                  credited, to obligors in accordance with applicable mortgage
                  loan documents and state laws; and (C) such funds are
                  returned to the obligor within 30 calendar days of full
                  repayment of the related mortgage loans, or such other
   1122(d)(4)(x)  number of days specified in the transaction agreements.
----------------
                  Payments made on behalf of an obligor (such as tax or              X
                  insurance payments) are made on or before the related
                  penalty or expiration dates, as indicated on the appropriate
                  bills or notices for such payments, provided that such support
                  has been received by the servicer at least 30 calendar days
                  prior to these dates, or such other number of days specified in
  1122(d)(4)(xi)  the transaction agreements.
----------------
                  Any late payment penalties in connection with any payment to       X
                  be made on behalf of an obligor are paid from the servicer's
                  funds and not charged to the obligor, unless the late payment
 1122(d)(4)(xii)  was due to the obligor's error or omission.
----------------
                  Disbursements made on behalf of an obligor are posted within       X
                  two business days to the obligor's records maintained by the
                  servicer, or such other number of days specified in the
1122(d)(4)(xiii)  transaction agreements.
----------------
                   Delinquencies, charge-offs and uncollectible accounts are         X
                  recognized and recorded in accordance with the transaction
 1122(d)(4)(xiv)  agreements.
----------------
                  Any external enhancement or other support, identified in Item
                  1114(a)(1) through (3) or Item 1115 of Regulation AB, is
  1122(d)(4)(xv)  maintained as set forth in the transaction agreements.
----------------


</TABLE>





                ASSIGNMENT, ASSUMPTION AND RECOGNITION AGREEMENT

     This  is  an  Assignment,  Assumption  and Recognition Agreement (this "AAR
Agreement")  made  as  of February 28, 2006, among EMC Mortgage Corporation (the
"Assignor"),  U.S.  Bank  National  Association,  not individually but solely as
trustee  for  the  holders  of  Bear  Stearns  Asset  Backed  Securities I Trust
2006-AC2,  Asset-Backed  Certificates,  Series  2006-AC2  (the  "Assignee")  and
Savannah  Bank,  NA  dba  Harbourside  Mortgage  Corporation  (the  "Company").

     In consideration of the mutual promises contained herein the parties hereto
agree  that  the  residential  mortgage  loans  (the "Assigned Loans") listed on
Attachment  1  annexed hereto purchased by the Assignor from the Company and now
serviced  by Company for Assignor and its successors and assigns pursuant to the
Purchase, Warranties and Servicing Agreement, dated as of April 1, 2005, between
Assignor and Company, as amended by Amendment Number One, dated as of January 1,
2006  (the  "Purchase  Agreement")  shall  be  subject  to the terms of this AAR
Agreement. Capitalized terms used herein but not defined shall have the meanings
ascribed  to  them  in  the  Purchase  Agreement.

                            ASSIGNMENT AND ASSUMPTION

     Except  as  expressly  provided  for  herein,  the  Assignor hereby grants,
transfers  and  assigns  to the Assignee all of its right, title and interest as
in,  to  and  under  (a)  the Assigned Loans and (b) the Purchase Agreement with
respect  to  the  Assigned  Loans;  provided,  however, that the Assignor is not
assigning  to the Assignee any of its right, title or interest, in, to and under
the Purchase Agreement with respect to any mortgage loan other than the Assigned
Loans  listed  on  Attachment  1.  Notwithstanding  anything  to  the  contrary
contained  herein, the Assignor specifically reserves and does not assign to the
Assignee  any  right, title and interest in, to or under the representations and
warranties contained in Section 3.01 and Section 3.02 of the Purchase Agreement,
and  any  obligation  of  the  Company  to  cure, repurchase or substitute for a
mortgage  loan  and  to  indemnify the Assignor with respect to a breach of such
representations  and warranties pursuant to Section 3.03 and Section 8.01 of the
Purchase  Agreement,  and  the  Assignor  is  retaining the right to enforce the
representations  and  warranties and the obligations of the Company set forth in
those  sections  against  the  Company.  In  addition, the Assignor specifically
reserves  and  does not assign to the Assignee any right, title and interest in,
to  or  under  (a)  Section 2.09 of the Purchase Agreement, (b) Section 4.03 and
Section  4.13 of the Purchase Agreement (but only insofar as such Sections grant
to  the  Purchaser  the  right  to terminate the servicing of defaulted Mortgage
Loans and/or REO Properties by the Company) and (c) Section 10.2 of the Purchase
Agreement,  and  the  Assignor  is  retaining the right to enforce such sections
against  the  Company.  Except  as  is  otherwise expressly provided herein, the
Assignor  makes  no representations, warranties or covenants to the Assignee and
the  Assignee  acknowledges that the Assignor has no obligations to the Assignee
under  the  terms  of  the  Purchase  Agreement  or  otherwise  relating  to the
transaction  contemplated  herein (including, but not limited to, any obligation
to  indemnify  the  Assignee).

                    REPRESENTATIONS, WARRANTIES AND COVENANTS

     1.     Assignor  warrants  and represents to Assignee and Company as of the
date  hereof:

     (a)     Attached  hereto as Attachment 2 is a true and accurate copy of the
Purchase  Agreement  which  agreement is in full force and effect as of the date
hereof  and the provisions of which have not been waived, amended or modified in
any  respect,  nor  has  any  notice  of  termination  been  given  thereunder;

     (b)     Assignor  is the lawful owner of the Assigned Loans with full right
to  transfer  the  Assigned  Loans  and any and all of its interests, rights and
obligations  under  the Purchase Agreement as they relate to the Assigned Loans,
free  and  clear from any and all claims and encumbrances; and upon the transfer
of  the  Assigned  Loans to Assignee as contemplated herein, Assignee shall have
good title to each and every Assigned Loan, as well as any and all of Assignor's
interests, rights and obligations under the Purchase Agreement as they relate to
the  Assigned  Loans,  free  and  clear  of  any  and  all  liens,  claims  and
encumbrances;

     (c)     There  are no offsets, counterclaims or other defenses available to
Company  with  respect  to  the  Assigned  Loans  or  the  Purchase  Agreement;

     (d)     Assignor  has  no knowledge of, and has not received notice of, any
waivers  under,  or  any  modification  of,  any  Assigned  Loan;

     (e)     Assignor  is  duly organized, validly existing and in good standing
under  the  laws of the jurisdiction of its incorporation, and has all requisite
power  and  authority  to  acquire,  own  and  sell  the  Assigned  Loans;

     (f)     Assignor has full corporate power and authority to execute, deliver
and  perform  its  obligations  under  this AAR Agreement, and to consummate the
transactions  set  forth  herein.  The  consummation  of  the  transactions
contemplated  by  this  AAR  Agreement  is  in the ordinary course of Assignor's
business and will not conflict with, or result in a breach of, any of the terms,
conditions  or  provisions  of  Assignor's  charter  or  by-laws  or  any  legal
restriction,  or any material agreement or instrument to which Assignor is now a
party  or  by  which  it  is bound, or result in the violation of any law, rule,
regulation,  order,  judgment  or  decree  to  which Assignor or its property is
subject.  The  execution,  delivery  and  performance  by  Assignor  of this AAR
Agreement  and  the  consummation by it of the transactions contemplated hereby,
have  been  duly  authorized  by  all  necessary corporate action on the part of
Assignor.  This  AAR  Agreement has been duly executed and delivered by Assignor
and, upon the due authorization, execution and delivery by Assignee and Company,
will constitute the valid and legally binding obligation of Assignor enforceable
against  Assignor  in  accordance with its terms except as enforceability may be
limited  by  bankruptcy, reorganization, insolvency, moratorium or other similar
laws  now or hereafter in effect relating to creditors' rights generally, and by
general  principles of equity regardless of whether enforceability is considered
in  a  proceeding  in  equity  or  at  law;

     (g)     No  consent,  approval,  order or authorization of, or declaration,
filing  or registration with, any governmental entity is required to be obtained
or made by Assignor in connection with the execution, delivery or performance by
Assignor  of  this  AAR Agreement, or the consummation by it of the transactions
contemplated  hereby;

     (h)     Neither  Assignor  nor  anyone  acting  on  its behalf has offered,
transferred,  pledged,  sold  or otherwise disposed of the Assigned Loans or any
interest  in  the  Assigned  Loans,  or  solicited  any offer to buy or accept a
transfer,  pledge or other disposition of the Assigned Loans, or any interest in
the  Assigned  Loans  or  otherwise approached or negotiated with respect to the
Assigned  Loans,  or  any  interest in the Assigned Loans with any Person in any
manner,  or  made any general solicitation by means of general advertising or in
any  other  manner,  or  taken  any  other  action  which  would  constitute  a
distribution  of the Assigned Loans under the Securities Act of 1933, as amended
(the  "1933  Act") or which would render the disposition of the Assigned Loans a
violation of Section 5 of the 1933 Act or require registration pursuant thereto;

     (i)     The  Assignor  has  received from Company, and has delivered to the
Assignee,  all  documents  required  to  be delivered to Assignor by the Company
prior  to the date hereof pursuant to the Purchase Agreement with respect to the
Assigned Loans and has not received, and has not requested from the Company, any
additional  documents;  and

     (j)     There  is  no action, suit, proceeding, investigation or litigation
pending or, to Assignor's knowledge, threatened, which either in any instance or
in  the  aggregate,  if determined adversely to Assignor, would adversely affect
Assignor's  execution  or  delivery  of,  or  the  enforceability  of,  this AAR
Agreement,  or  the Assignor's ability to perform its obligations under this AAR
Agreement.

     2.     Assignee  warrants  and  represents to, and covenants with, Assignor
and  Company  as  of  the  date  hereof:

     (a)     Assignee  is  duly organized, validly existing and in good standing
under  the  laws  of  the jurisdiction of its organization and has all requisite
power  and  authority  to  hold  the  Assigned Loans as trustee on behalf of the
holders  of  the  Bear  Stearns  Asset  Backed  Securities  I  Trust  2006-AC2,
Asset-Backed  Certificates,  Series  2006-AC2;

     (b)     Assignee has full corporate power and authority to execute, deliver
and  perform  its  obligations  under  this AAR Agreement, and to consummate the
transactions  set  forth  herein.  The  consummation  of  the  transactions
contemplated  by  this  AAR  Agreement  is  in the ordinary course of Assignee's
business and will not conflict with, or result in a breach of, any of the terms,
conditions  or  provisions  of  Assignee's  charter  or  by-laws  or  any  legal
restriction,  or any material agreement or instrument to which Assignee is now a
party  or  by  which  it  is bound, or result in the violation of any law, rule,
regulation,  order,  judgment  or  decree  to  which Assignee or its property is
subject.  The  execution,  delivery  and  performance  by  Assignee  of this AAR
Agreement  and  the  consummation by it of the transactions contemplated hereby,
have been duly authorized by all necessary corporate action on part of Assignee.
This  AAR  Agreement  has been duly executed and delivered by Assignee and, upon
the  due  authorization,  execution  and  delivery by Assignor and Company, will
constitute  the  valid  and  legally  binding obligation of Assignee enforceable
against  Assignee  in  accordance with its terms except as enforceability may be
limited  by  bankruptcy, reorganization, insolvency, moratorium or other similar
laws  now or hereafter in effect relating to creditors' rights generally, and by
general  principles of equity regardless of whether enforceability is considered
in  a  proceeding  in  equity  or  at  law;

     (c)     No  consent,  approval,  order or authorization of, or declaration,
filing  or registration with, any governmental entity is required to be obtained
or made by Assignee in connection with the execution, delivery or performance by
Assignee  of  this  AAR Agreement, or the consummation by it of the transactions
contemplated  hereby;

     (d)     There  is  no action, suit, proceeding, investigation or litigation
pending or, to Assignee's knowledge, threatened, which either in any instance or
in  the  aggregate,  if determined adversely to Assignee, would adversely affect
Assignee's  execution  or  delivery  of,  or  the  enforceability  of,  this AAR
Agreement,  or  the Assignee's ability to perform its obligations under this AAR
Agreement;  and

     (e)     Assignee  assumes  for  the benefit of each of the Assignor and the
Company  all  of  the  rights of the Purchaser under the Purchase Agreement with
respect  to  the  Assigned  Loans.

     3.     Company  warrants and represents to, and covenant with, Assignor and
Assignee  as  of  the  date  hereof:

     (a)     Attached  hereto as Attachment 2 is a true and accurate copy of the
Purchase  Agreement,  which agreement is in full force and effect as of the date
hereof  and the provisions of which have not been waived, amended or modified in
any  respect,  nor  has  any  notice  of  termination  been  given  thereunder;

     (b)     Company  is  duly  organized, validly existing and in good standing
under  the  laws of the jurisdiction of its incorporation, and has all requisite
power  and  authority to service the Assigned Loans and otherwise to perform its
obligations  under  the  Purchase  Agreement;

     (c)     Company  has full corporate power and authority to execute, deliver
and  perform  its  obligations  under  this AAR Agreement, and to consummate the
transactions  set  forth  herein.  The  consummation  of  the  transactions
contemplated  by  this  AAR  Agreement  is  in  the ordinary course of Company's
business and will not conflict with, or result in a breach of, any of the terms,
conditions  or  provisions  of  Company's  charter  or  by-laws  or  any  legal
restriction,  or  any material agreement or instrument to which Company is now a
party  or  by  which  it  is bound, or result in the violation of any law, rule,
regulation,  order,  judgment  or  decree  to  which  Company or its property is
subject.  The  execution,  delivery  and  performance  by  Company  of  this AAR
Agreement  and  the  consummation by it of the transactions contemplated hereby,
have  been  duly  authorized  by  all  necessary corporate action on the part of
Company.  This  AAR  Agreement  has been duly executed and delivered by Company,
and,  upon  the  due  authorization,  execution  and  delivery  by  Assignor and
Assignee,  will  constitute the valid and legally binding obligation of Company,
enforceable  against  Company  in  accordance  with  its  terms  except  as
enforceability  may  be  limited  by  bankruptcy,  reorganization,  insolvency,
moratorium  or  other  similar  laws  now  or  hereafter  in  effect relating to
creditors'  rights  generally, and by general principles of equity regardless of
whether  enforceability  is  considered  in  a  proceeding  in equity or at law;

     (d)     No  consent,  approval,  order or authorization of, or declaration,
filing  or registration with, any governmental entity is required to be obtained
or  made by Company in connection with the execution, delivery or performance by
Company  of  this  AAR  Agreement, or the consummation by it of the transactions
contemplated  hereby;

     (e)     The  Company  shall  establish  a  Custodial  Account and an Escrow
Account  under  the  Purchase Agreement in favor of the Assignee with respect to
the  Assigned  Loans  separate  from  the  Custodial  Account and Escrow Account
previously  established  under  the  Purchase  Agreement  in  favor of Assignor;

     (f)     No  event  has  occurred  from  the Closing Date to the date hereof
which would render the representations and warranties as to the related Assigned
Loans made by the Company in Sections 3.01 and 3.02 of the Purchase Agreement to
be  untrue  in  any  material  respect;  and

     (g)     Neither this AAR Agreement nor any certification, statement, report
or  other  agreement, document or instrument furnished or to be furnished by the
Company  pursuant  to this AAR Agreement contains or will contain any materially
untrue statement of fact or omits or will omit to state a fact necessary to make
the  statements  contained  therein  not  misleading.

     4.     Assignor  hereby  agrees to indemnify and hold the Assignee (and its
successors  and assigns) harmless against any and all claims, losses, penalties,
fines,  forfeitures,  legal  fees  and  related  costs, judgments, and any other
costs,  fees  and  expenses  that  Assignee (and its successors and assigns) may
sustain in any way related to any breach of the representations or warranties of
Assignor  set  forth  in  this  AAR  Agreement  or the breach of any covenant or
condition  contained  herein.

                             RECOGNITION OF ASSIGNEE

     5.     From  and after the date hereof, Company shall recognize Assignee as
owner  of  the  Assigned Loans, and acknowledges that the Assigned Loans will be
part  of  a  REMIC,  and  will service the Assigned Loans in accordance with the
Purchase  Agreement  (as  modified  by  this AAR Agreement) but in no event in a
manner  that  would  (i)  cause  any REMIC to fail to qualify as a REMIC or (ii)
result  in  the imposition of a tax upon any REMIC (including but not limited to
the  tax on prohibited transactions as defined in Section 860F(a)(2) of the Code
and  the  tax  on  contributions  to a REMIC set forth in Section 860G(d) of the
Code).  It  is  the  intention  of  Assignor, Company and Assignee that this AAR
Agreement shall be binding upon and for the benefit of the respective successors
and  assigns  of the parties hereto. Neither Company nor Assignor shall amend or
agree to amend, modify, waive, or otherwise alter any of the terms or provisions
of  the  Purchase  Agreement  which  amendment,  modification,  waiver  or other
alteration  would in any way affect the Assigned Loans without the prior written
consent  of  Assignee.

     6.     Notwithstanding  any  term hereof to the contrary, the execution and
delivery  of  the  AAR  Agreement  by  the Assignee is solely in its capacity as
trustee  for  Bear  Stearns  Asset  Backed  Securities  I Trust 2006-AC2 and not
individually,  and  any  recourse  against  the  Assignee  in  respect  of  any
obligations  it  may  have  under or pursuant to the terms of this AAR Agreement
shall  be  limited  solely  to the assets it may hold as trustee of Bear Stearns
Asset  Backed  Securities  I  Trust  2006-AC2.

     Company  shall  indemnify and hold harmless the Assignor, each affiliate of
the  Assignor,  Bear  Stearns  Asset  Backed  Securities  I LLC ("BSABS I"), the
Assignee, Bear, Stearns & Co. Inc. (the "Underwriter") and each affiliate of the
Underwriter,  each  Person  (including, but not limited to, the Master Servicer)
responsible  for  the preparation, execution or filing of any report required to
be  filed  with  the Commission, or for execution of a certification pursuant to
Rule  13a-14(d)  or  Rule  15d-14(d)  under  the  Exchange  Act, each Person who
controls  the  Assignor,  BSABS  I,  the Assignee or the Underwriter (within the
meaning of Section 15 of the Securities Act and Section 20 of the Exchange Act);
and the respective present and former directors, officers, employees, agents and
affiliates  of  each  of the foregoing (each, an "Indemnified Party"), and shall
hold  each  of  them  harmless  from  and  against  any claims, losses, damages,
penalties,  fines,  forfeitures,  legal  fees  and  expenses  and related costs,
judgments,  and  any other costs, fees and expenses that any of them may sustain
arising  out  of  or  based  upon:

          (i)       (A)   any  untrue  statement of a material fact contained or
                    alleged  to  be  contained  in  any  information,  report,
                    certification,  data,  accountants' letter or other material
                    provided under Section 11.18 of the Purchase Agreement by or
                    on  behalf  of the Assignor, or provided under Section 11.18
                    of  the  Purchase  Agreement  by  or  on  behalf  of  any
                    Subservicer,  Subcontractor  or  Third-Party  Originator
                    (collectively,  the  "Company  Information"),  or  (B)  the
                    omission  or  alleged  omission  to  state  in  the  Company
                    Information  a  material  fact  required to be stated in the
                    Company  Information  or  necessary  in  order  to  make the
                    statements  therein, in the light of the circumstances under
                    which  they  were  made, not misleading; provided, by way of
                    clarification,  that  clause  (B) of this paragraph shall be
                    construed solely by reference to the Company Information and
                    not to any other information communicated in connection with
                    a  sale or purchase of securities, without regard to whether
                    the  Company Information or any portion thereof is presented
                    together  with  or  separately  from such other information;

          (ii)      any  breach  by the Company of its obligations under Section
                    11.18  of  Purchase  Agreement,  including  particularly any
                    failure  by  the Company, any Subservicer, any Subcontractor
                    or  any  Third-Party  Originator to deliver any information,
                    report, certification, accountants' letter or other material
                    when  and  as  required  under Section 11.18 of the Purchase
                    Agreement,  including any failure by the Company to identify
                    any  Subcontractor "participating in the servicing function"
                    within  the  meaning  of  Item  1122  of  Regulation  AB;

          (iii)     any  breach  by  the Company of a representation or warranty
                    set  forth  in  Section  3.01  of  the Purchase Agreement or
                    in  a  writing  furnished  pursuant  to  Section 3.01 of the
                    Purchase  Agreement  and made as of a date prior to the date
                    hereof,  to  the extent that such breach is not cured by the
                    date  hereof,  or  any  breach  by  the  Company  of  a
                    representation  or  warranty in a writing furnished pursuant
                    to Section 3.01 of the Purchase Agreement to the extent made
                    as  of  a  date  subsequent  to  the  date  hereof;  or

          (iv)      the  negligence,  bad  faith  or  willful  misconduct of the
                    Company  in  connection  with  its  performance  under
                    Section  11.18  of  the  Purchase  Agreement.

     If  the  indemnification provided for herein is unavailable or insufficient
to  hold  harmless  an  Indemnified Party, then the Company agrees that it shall
contribute  to  the amount paid or payable by such Indemnified Party as a result
of any claims, losses, damages or liabilities incurred by such Indemnified Party
in  such  proportion  as  is  appropriate  to reflect the relative fault of such
Indemnified  Party  on  the  one  hand  and  the  Company  on  the  other.

     In the case of any failure of performance described in Section 11.18 of the
Purchase  Agreement,  the Company shall promptly reimburse the Assignor, BSABS I
and  each  Person  responsible  for  the preparation, execution or filing of any
report  required  to  be  filed  with  the  Commission,  or  for  execution of a
certification  pursuant  to  Rule 13a-14(d) or Rule 15d-14(d) under the Exchange
Act, for all costs reasonably incurred by each such party in order to obtain the
information,  report,  certification,  accountants' letter or other material not
delivered  as required by the Company, any Subservicer, any Subcontractor or any
Third-Party  Originator.

                       MODIFICATION OF PURCHASE AGREEMENT

     7.     The  Company  and  Assignor  hereby  amend the Purchase Agreement as
follows:

     (a)     The  following  definitions  are added to Article I of the Purchase
Agreement:

     Master  Servicer: Wells Fargo Bank, N.A., or its successors in interest who
     ----------------
     meet  the  qualifications  of  the  Pooling  and  Servicing  Agreement  and
     this  Agreement.

     Pooling  and  Servicing  Agreement:  That  certain  pooling  and  servicing
     ----------------------------------
     agreement,  dated  as  of  February  1,  2006,  among  Bear  Stearns  Asset
     Backed  Securities  I  LLC,  the  Trustee, Wells Fargo Bank, N.A. as master
     servicer,  the  Securities  Administrator  and  EMC  Mortgage  Corporation.

     Securities  Administrator:  Wells  Fargo  Bank,  N.A.
     -------------------------

     Servicing  Fee  Rate:  As  provided  in the related mortgage loan schedule.
     --------------------

     Trustee:  U.S.  Bank National Association, or its successor in interest, or
     -------
     any  successor  trustee  appointed  as  provided  in  the  Pooling  and
     Servicing  Agreement.

     (b)     The  definition  of  Business  Day  is  deleted in its entirety and
replaced  with  the  following:

     Business Day: Any day other than: (i) a Saturday or Sunday, or (ii) a legal
     ------------
     holiday  in  the  States  of  New  York,  Maryland,  Minnesota  or  South
     Carolina,  or  (iii)  a  day  on  which  banks  in  the States of New York,
     Maryland, Minnesota or South Carolina are authorized or obligated by law or
     executive  order  to  be  closed.

     (c)     Section  11.04 of the Purchase Agreement is deleted in its entirety
and  replaced  with  the  following:

     Section  11.04      Governing  Law.
                         --------------

          This  Agreement  and  the  related Term Sheet shall be governed by and
     construed  in  accordance  with  the  laws of the State of New York without
     giving effect to principles of conflicts of laws (other than Section 5-1401
     of the New York General Obligations Law) and except to the extent preempted
     by  Federal  law.  The  obligations,  rights  and  remedies  of the parties
     hereunder  shall  be  determined  in  accordance  with  such  laws.

     (d)     Exhibit  O of the Purchase Agreement is deleted in its entirety and
replaced  with  the  following:

                                    EXHIBIT O
                                    ---------

         SERVICING CRITERIA TO BE ADDRESSED IN ASSESSMENT OF COMPLIANCE

     The  assessment  of  compliance  to  be delivered by [the Company] [Name of
Subservicer]  shall  address,  at a minimum, the criteria identified as below as
"Applicable  Servicing  Criteria":

<TABLE>
<CAPTION>
--------------------------------------------------------------------------------------------------------------------
                                                                                                          APPLICABLE
                                                                                                          SERVICING
                                                   SERVICING CRITERIA                                      CRITERIA
----------------  --------------------------------------------------------------------------------------  ----------
   REFERENCE                                           CRITERIA
----------------  --------------------------------------------------------------------------------------  ----------
                                            GENERAL SERVICING CONSIDERATIONS
----------------  --------------------------------------------------------------------------------------  ----------
<S>               <C>                                                                                     <C>
----------------  --------------------------------------------------------------------------------------  ----------
1122(d)(1)(i)     Policies and procedures are instituted to monitor any performance or other                  X
                  triggers and events of default in accordance with the transaction agreements.
----------------  --------------------------------------------------------------------------------------  ----------
1122(d)(1)(ii)    If any material servicing activities are outsourced to third parties, policies and          X
                  procedures are instituted to monitor the third party's performance and
                  compliance with such servicing activities.
----------------  --------------------------------------------------------------------------------------  ----------
1122(d)(1)(iii)   Any requirements in the transaction agreements to maintain a back-up servicer
                  for the mortgage loans are maintained.
----------------  --------------------------------------------------------------------------------------  ----------
1122(d)(1)(iv)    A fidelity bond and errors and omissions policy is in effect on the party                   X
                  participating in the servicing function throughout the reporting period in the
                  amount of coverage required by and otherwise in accordance with the terms of
                  the transaction agreements.
----------------  --------------------------------------------------------------------------------------  ----------
                                          CASH COLLECTION AND ADMINISTRATION
----------------  --------------------------------------------------------------------------------------  ----------
1122(d)(2)(i)     Payments on mortgage loans are deposited into the appropriate custodial bank                X
                  accounts and related bank clearing accounts no more than two business days
                  following receipt, or such other number of days specified in the transaction
                  agreements.
----------------  --------------------------------------------------------------------------------------  ----------
1122(d)(2)(ii)    Disbursements made via wire transfer on behalf of an obligor or to an investor              X
                  are made only by authorized personnel.
----------------  --------------------------------------------------------------------------------------  ----------
1122(d)(2)(iii)   Advances of funds or guarantees regarding collections, cash flows or                        X
                  distributions, and any interest or other fees charged for such advances, are
                  made, reviewed and approved as specified in the transaction agreements.
----------------  --------------------------------------------------------------------------------------  ----------
1122(d)(2)(iv)    The related accounts for the transaction, such as cash reserve accounts or                  X
                  accounts established as a form of overcollateralization, are separately
                  maintained (e.g., with respect to commingling of cash) as set forth in the
                  transaction agreements.
----------------  --------------------------------------------------------------------------------------  ----------
1122(d)(2)(v)     Each custodial account is maintained at a federally insured depository institution          X
                  as set forth in the transaction agreements. For purposes of this criterion,
                  "federally insured depository institution" with respect to a foreign financial
                  institution means a foreign financial institution that meets the requirements of
                  Rule 13k-1(b)(1) of the Securities Exchange Act.
----------------  --------------------------------------------------------------------------------------  ----------
1122(d)(2)(vi)    Unissued checks are safeguarded so as to prevent unauthorized access.                       X
----------------  --------------------------------------------------------------------------------------  ----------
1122(d)(2)(vii)   Reconciliations are prepared on a monthly basis for all asset-backed securities             X
                  related bank accounts, including custodial accounts and related bank clearing
                  accounts. These reconciliations are (A) mathematically accurate; (B) prepared
                  within 30 calendar days after the bank statement cutoff date, or such other
                  number of days specified in the transaction agreements; (C) reviewed and
                  approved by someone other than the person who prepared the reconciliation;
                  and (D) contain explanations for reconciling items. These reconciling items are
                  resolved within 90 calendar days of their original identification, or such other
                  number of days specified in the transaction agreements.
----------------  --------------------------------------------------------------------------------------  ----------
                                          INVESTOR REMITTANCES AND REPORTING
----------------  --------------------------------------------------------------------------------------  ----------
1122(d)(3)(i)     Reports to investors, including those to be filed with the Commission, are                  X
                  maintained in accordance with the transaction agreements and applicable
                  Commission requirements. Specifically, such reports (A) are prepared in
                  accordance with timeframes and other terms set forth in the transaction
                  agreements; (B) provide information calculated in accordance with the terms
                  specified in the transaction agreements; (C) are filed with the Commission as
                  required by its rules and regulations; and (D) agree with investors' or the trustee's
                  records as to the total unpaid principal balance and number of mortgage loans
                  serviced by the Servicer.
----------------  --------------------------------------------------------------------------------------  ----------
1122(d)(3)(ii)    Amounts due to investors are allocated and remitted in accordance with                      X
                  timeframes, distribution priority and other terms set forth in the transaction
                  agreements.
----------------  --------------------------------------------------------------------------------------  ----------
1122(d)(3)(iii)   Disbursements made to an investor are posted within two business days to the                X
                  Servicer's investor records, or such other number of days specified in the
                  transaction agreements.
----------------  --------------------------------------------------------------------------------------  ----------
1122(d)(3)(iv)    Amounts remitted to investors per the investor reports agree with cancelled                 X
                  checks, or other form of payment, or custodial bank statements.
----------------  --------------------------------------------------------------------------------------  ----------
                                               POOL ASSET ADMINISTRATION
----------------  --------------------------------------------------------------------------------------  ----------
1122(d)(4)(i)     Collateral or security on mortgage loans is maintained as required by the                   X
                  transaction agreements or related mortgage loan documents.
----------------  --------------------------------------------------------------------------------------  ----------
1122(d)(4)(ii)    Mortgage loan and related documents are safeguarded as required by the                      X
                  transaction agreements
----------------  --------------------------------------------------------------------------------------  ----------
1122(d)(4)(iii)   Any additions, removals or substitutions to the asset pool are made, reviewed               X
                  and approved in accordance with any conditions or requirements in the
                  transaction agreements.
----------------  --------------------------------------------------------------------------------------  ----------
1122(d)(4)(iv)    Payments on mortgage loans, including any payoffs, made in accordance with                  X
                  the related mortgage loan documents are posted to the Servicer's obligor records
                  maintained no more than two business days after receipt, or such other number
                  of days specified in the transaction agreements, and allocated to principal,
                  interest or other items (e.g., escrow) in accordance with the related mortgage
                  loan documents.
----------------  --------------------------------------------------------------------------------------  ----------
1122(d)(4)(v)     The Servicer's records regarding the mortgage loans agree with the Servicer's               X
                  records with respect to an obligor's unpaid principal balance.
----------------  --------------------------------------------------------------------------------------  ----------
1122(d)(4)(vi)    Changes with respect to the terms or status of an obligor's mortgage loans (e.g.,           X
                  loan modifications or re-agings) are made, reviewed and approved by authorized
                  personnel in accordance with the transaction agreements and related pool asset
                  documents.
----------------  --------------------------------------------------------------------------------------  ----------
1122(d)(4)(vii)   Loss mitigation or recovery actions (e.g., forbearance plans, modifications and             X
                  deeds in lieu of foreclosure, foreclosures and repossessions, as applicable) are
                  initiated, conducted and concluded in accordance with the timeframes or other
                  requirements established by the transaction agreements.
----------------  --------------------------------------------------------------------------------------  ----------
1122(d)(4)(viii)  Records documenting collection efforts are maintained during the period a                   X
                  mortgage loan is delinquent in accordance with the transaction agreements.
                  Such records are maintained on at least a monthly basis, or such other period
                  specified in the transaction agreements, and describe the entity's activities in
                  monitoring delinquent mortgage loans including, for example, phone calls, letters
                  and payment rescheduling plans in cases where delinquency is deemed
                  temporary (e.g., illness or unemployment).
----------------  --------------------------------------------------------------------------------------  ----------
1122(d)(4)(ix)    Adjustments to interest rates or rates of return for mortgage loans with variable           X
                  rates are computed based on the related mortgage loan documents.
----------------  --------------------------------------------------------------------------------------  ----------
1122(d)(4)(x)     Regarding any funds held in trust for an obligor (such as escrow accounts): (A)             X
                  such funds are analyzed, in accordance with the obligor's mortgage loan
                  documents, on at least an annual basis, or such other period specified in the
                  transaction agreements; (B) interest on such funds is paid, or credited, to
                  obligors in accordance with applicable mortgage loan documents and state laws;
                  and (C) such funds are returned to the obligor within 30 calendar days of full
                  repayment of the related mortgage loans, or such other number of days specified
                  in the transaction agreements.
----------------  --------------------------------------------------------------------------------------  ----------
1122(d)(4)(xi)    Payments made on behalf of an obligor (such as tax or insurance payments) are               X
                  made on or before the related penalty or expiration dates, as indicated on the
                  appropriate bills or notices for such payments, provided that such support has
                  been received by the servicer at least 30 calendar days prior to these dates, or
                  such other number of days specified in the transaction agreements.
----------------  --------------------------------------------------------------------------------------  ----------
1122(d)(4)(xii)   Any late payment penalties in connection with any payment to be made on                     X
                  behalf of an obligor are paid from the servicer's funds and not charged to the
                  obligor, unless the late payment was due to the obligor's error or omission.
----------------  --------------------------------------------------------------------------------------  ----------
1122(d)(4)(xiii)  Disbursements made on behalf of an obligor are posted within two business                   X
                  days to the obligor's records maintained by the servicer, or such other number of
                  days specified in the transaction agreements.
----------------  --------------------------------------------------------------------------------------  ----------
1122(d)(4)(xiv)   Delinquencies, charge-offs and uncollectible accounts are recognized and                    X
                  recorded in accordance with the transaction agreements.
----------------  --------------------------------------------------------------------------------------  ----------
1122(d)(4)(xv)    Any external enhancement or other support, identified in Item 1114(a)(1) through
                  (3) or Item 1115 of Regulation AB, is maintained as set forth in the transaction
                  agreements.
--------------------------------------------------------------------------------------------------------------------
</TABLE>

                                        [NAME OF COMPANY] [NAME OF SUBSERVICER]


                                        Date:
                                               --------------------------


                                        By:
                                               --------------------------
                                        Name:
                                        Title:

                                  MISCELLANEOUS

     8.     All  demands,  notices  and  communications  related to the Assigned
Loans,  the  Purchase  Agreement  and this AAR Agreement shall be in writing and
shall  be deemed to have been duly given if personally delivered at or mailed by
registered  mail,  postage  prepaid,  as  follows:

     (a)       In the case of Company:


               Savannah Bank, NA dba Harbourside Mortgage Corporation
               23-B Shelter Cove Land
               Hilton Head, South Carolina 29928
               Attention:  Richard Gillette
               Telecopier No.:  (843) 341-1200

     (b)       In the case of Assignor:

               EMC Mortgage Corporation
               Mac Arthur Ridge II
               909 Hidden Ridge Drive, Suite 200
               Irving, Texas 75038
               Attention:  Ralene Ruyle
               Telecopier No.:  (972) 444-2810

               with a copy  to:
               Bear Stearns Mortgage Capital Corporation
               383 Madison Avenue
               New York, New York 10179
               Attention: Ernie Calabrese
               Telecopier No.:  (212) 272-5591

     (c)       In the case of Assignee:
               U.S. Bank National Association,
               as Trustee
               One Federal Street, 3rd Floor
               Boston, Massachusetts 02110
               Attention: Corporate Trust Services - BSABS I 2006-AC2
               Telecopier No.: (617) 603-6638

     9.     The  Company  hereby  acknowledges  that Wells Fargo Bank, N.A. (the
"Master  Servicer")  has  been  appointed as the master servicer of the Assigned
Loans  pursuant  to the Pooling and Servicing Agreement, dated as of February 1,
2005,  among  the Assignor, the Assignee, Bear Stearns Asset Backed Securities I
LLC,  the Master Servicer and Wells Fargo, N.A. as securities administrator, and
therefor has the right to enforce all obligations of the Company, as they relate
to  the  Assigned Loans, under the Purchase Agreement.  Such right will include,
without  limitation,  the  right  to  terminate  the  Company under the Purchase
Agreement  upon  the  occurrence of an event of default thereunder, the right to
receive  all  remittances  required to be made by the Company under the Purchase
Agreement,  the  right to receive all monthly reports and other data required to
be  delivered  by the Company under the Purchase Agreement, the right to examine
the  books  and records of the Company, indemnification rights, and the right to
exercise certain rights of consent and approval relating to actions taken by the
Company.  The Company shall make all distributions under the Purchase Agreement,
as they relate to the Assigned Loans, to the Master Servicer by wire transfer of
immediately  available  funds  to:

               BSABS I 2006-AC2 Master Servicer Collection Account
               Wells Fargo Bank, N.A.
               ABA# 121000248
               Account Name: SAS Clearing
               Account # 3970771416
               For Further Credit to: BSABS I 2006-AC2, Account # 50896000

     and  the  Company  shall deliver all reports required to be delivered under
the Purchase Agreement, as they relate to the Assigned Loans, to the Assignee at
the  address  set  forth  in  Section  8  herein  and to the Master Servicer at:

               Wells Fargo Bank, N.A.
               9062 Old Annapolis Road
               Columbia, Maryland 21045
               Attention: Client Manager BSABS I 2006-AC2

     10.     A  copy  of all assessments, attestations, reports and certificates
required  to  be  delivered  by  the  Servicer  under this AAR Agreement and the
Purchase  Agreement  shall  be  delivered  to the Master Servicer by the date(s)
specified  herein  or  therein,  and  where  such  documents  are required to be
addressed to any party, such addresses shall include the Master Servicer and the
Master  Servicer  shall  be  entitled  to  rely  on  such  documents.

     11.     Each party will pay any commissions it has incurred and the fees of
its  attorneys  in  connection  with  the  negotiations  for, documenting of and
closing  of  the  transactions  contemplated  by  this  AAR  Agreement.

     12.     This  AAR  Agreement shall be construed in accordance with the laws
of the State of New York, without regard to conflicts of law principles, and the
obligations, rights and remedies of the parties hereunder shall be determined in
accordance  with  such  laws.

     13.     No  term  or  provision  of  this  AAR  Agreement  may be waived or
modified  unless  such  waiver  or  modification is in writing and signed by the
party  against  whom  such  waiver  or  modification  is  sought to be enforced.

     14.     This AAR Agreement shall inure to the benefit of the successors and
assigns  of  the  parties  hereto.  Any  entity into which Assignor, Assignee or
Company  may  be  merged  or consolidated shall, without the requirement for any
further  writing,  be  deemed  Assignor,  Assignee  or  Company,  respectively,
hereunder.

     15.     This  AAR  Agreement  shall  survive the conveyance of the Assigned
Loans,  the  assignment  of the Purchase Agreement to the extent of the Assigned
Loans  by  Assignor  to  Assignee and the termination of the Purchase Agreement.

     16.     This  AAR Agreement may be executed simultaneously in any number of
counterparts.  Each  counterpart  shall be deemed to be an original and all such
counterparts  shall  constitute  one  and  the  same  instrument.

     17.     In  the  event  that  any provision of this AAR Agreement conflicts
with any provision of the Purchase Agreement with respect to the Assigned Loans,
the  terms  of  this  AAR  Agreement  shall  control.

     IN WITNESS WHEREOF, the parties hereto have executed this AAR Agreement as
of the day and year first above written.


                                        EMC MORTGAGE CORPORATION
                                        Assignor

                                        By:
                                               --------------------------
                                        Name:
                                               --------------------------
                                        Title:
                                               --------------------------

                                        U.S. BANK NATIONAL ASSOCIATION, not
                                        individually but solely as Trustee for
                                        the Bear Stearns Asset Backed Securities
                                        I Trust 2006-AC2, Asset-Backed
                                        Certificates, Series 2006-AC2 Assignee

                                        By:
                                               --------------------------
                                        Name:  Maryellen Hunter
                                               --------------------------
                                        Title: Assistant Vice President
                                               --------------------------

                                        SAVANNAH BANK, NA dba HARBOURSIDE
                                        MORTGAGE CORPORATION
                                        Company

                                        By:
                                               --------------------------
                                        Name:
                                               --------------------------
                                        Title:
                                               --------------------------

                                        Acknowledged and Agreed:

                                        WELLS FARGO BANK, N.A.

                                        By:
                                               --------------------------
                                        Name:  Stacey Taylor
                                               --------------------------
                                        Title: Vice President
                                               --------------------------

                                  ATTACHMENT 1

                             ASSIGNED LOAN SCHEDULE
                             ----------------------

                            (AVAILABLE UPON REQUEST)


                                  ATTACHMENT 2

                               PURCHASE AGREEMENT
                               ------------------