Exhibit 35.1

             ANNUAL STATEMENT OF COMPLIANCE PURSUANT TO SECTION 3.19

                       Ameriquest Mortgage Securities Inc.
             Asset-Backed Pass-Through Certificates, Series 2006-R2

            Each of the undersigned does hereby certify that he/she is a duly
appointed Authorized Servicing Agent of Ameriquest Mortgage Company (the "Master
Servicer"), and further certify as follows;

            1. This certification is being made pursuant to the terms of the
Pooling and Servicing Agreement, dated as of March 1, 2006 (the "Agreement"),
among Ameriquest Mortgage Securities Inc., as depositor, the Master Servicer and
Deutsche Bank National Trust Company, as trustee.

            2. I have reviewed the activities of the Master Servicer during the
preceding year and the Master Servicer's performance under the Agreement and to
the best of my knowledge, based on such review, the Master Servicer has
fulfilled all of its obligations under the Agreement in all material respects
throughout the year; provided however that the Master Servicer has noted the
following material exception:

      The Loss Mitigation Plan attached as Exhibit I to the Agreement requires
      borrowers placed on informal forbearance to provide documentation showing
      the existence of a financial hardship and the ability to make the payments
      required under the proposed forbearance plan. No written documentation was
      obtained from borrowers placed on informal forbearance plans. The system
      of record of the Master Servicer was documented by an authorized servicing
      personnel based on verbal representation from the borrower.

      The Master Servicer is currently in the process of updating the wording in
      its Loss Mitigation Plan to indicate that verbal documentation by the
      borrower to be received by authorized servicing personnel is acceptable.

            Capitalized terms not otherwise defined herein have the meanings set
forth in the Agreement.

      IN WITNESS WHEREOF, the undersigned has executed this Certificate as of
March 26, 2007.


                                             By: /s/ Jane Johnson
                                                 -------------------------------
                                             Name: Jane Johnson
                                             Title: Authorized Servicing Agent


                                             By: /s/ Jule J. Keen
                                                 -------------------------------
                                             Name: Jule J. Keen
                                             Title: Executive Vice President and
                                                    Authorized Servicing Agent

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      I, Denise Apicella, an Assistant Secretary of the Master Servicer, hereby
certify that each of Jane Johnson and Jule J. Keen is a duly qualified, and
acting Authorized Servicing Agent of the Master Servicer and that the signature
appearing above is his/her genuine signature.

      IN WITNESS WHEREOF, the undersigned has executed this Certificate as of
March 26, 2007.


                                             By: /s/ Denise Apicella
                                                 -------------------------------
                                             Name: Denise Apicella
                                             Title: Assistant Secretary