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EXHIBIT 4.3 




 




CREDIT SUISSE                                                                                  
CREDIT SUISSE INTERNATIONAL
                


                                                                                                                                   
One Cabot Square,       Telephone 020 7888
8888
                                                                                                                                   
London E14 4QJ           
    www.credit-suisse.com

 

26 July
2006

 

Deutsche Bank National Trust Company,

not in its individual capacity
but solely as

Supplemental Interest Trustee on
behalf of

the Long Beach Mortgage Loan
Supplemental

Interest Trust
2006-6

 

External ID: 53137454N3

______________________________________________________________________________

Dear
Sir/Madam

The purpose of this
letter agreement (this "Confirmation") is to confirm the terms and conditions of
the Transaction entered into between us on the Trade Date specified below (the
"Transaction").  This Confirmation constitutes a "Confirmation" as referred
to in the Agreement specified below.

In this
Confirmation "CSIN" means Credit Suisse International and "Counterparty" means
Deutsche Bank National Trust Company, not in its individual capacity but solely
as Supplemental Interest Trustee on behalf of the supplemental interest trust
created under the Pooling and Servicing Agreement in respect of the Long Beach
Mortgage Loan Trust 2006-6, dated as of July 1, 2006 (the "Long Beach Mortgage
Loan Supplemental Interest Trust 2006-6")

1.            
The definitions and provisions contained in the 2000 ISDA Definitions (as
published by the International Swaps and Derivatives Association, Inc.) are
incorporated into this Confirmation.  In the event of any inconsistency
between those definitions and provisions and this Confirmation, this
Confirmation will govern.

               
This Confirmation supplements, forms part of, and is subject to, the 1992 ISDA
Master Agreement dated as of 25 August 2006 as amended and supplemented from
time to time (the "Agreement"), between you and us.  All provisions
contained in the Agreement govern this Confirmation except as expressly modified
below.

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

2.            
The terms of the particular Transaction to which this Confirmation relates are
as follows:


	
       
	
      Notional Amount:
	
      USD 1,358,035,102, subject to amortisation as set
      out in the Additional Terms attached hereto.
	
       

	
       
	
      Trade Date:
	
      18 July 2006
	
       

	
       
	
      Effective Date:
	
      25 August 2006





	
       

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

	
      Fixed Amounts:
	
       
	
       

	
       
	
      Fixed Rate Payer:
	
      Counterparty

	
       
	
      Fixed Rate Payer Payment Dates:
	
      
The 25th day of each month commencing on 25
      September 2006, and ending on the Termination Date, inclusive, subject to
      adjustment in accordance with the Following Business Day Convention, using
      No Adjustment for Period End Dates

	
       
	
      Fixed Rate:
	
      5.502 %

	
       
	
      Fixed Rate
Day Count Fraction:
	
      
30/360

	
       
	
      Floating Amounts:
	
       

	
       
	
      Floating Rate Payer:
	
      CSIN

	
       
	
      Floating Rate Payer Payment Dates:
	
      
The 25th day of each month commencing on 25
      September 2006, and ending on the Termination Date, inclusive, subject to
      adjustment in accordance with the Following Business Day Convention, using
      No Adjustment for Period End Dates

	
       
	
      Floating Rate Option:
	
      USD-LIBOR-BBA

	
       
	
      Designated Maturity:
	
      1 month

	
       
	
      Spread:
	
      None

	
       
	
      Floating Rate Day Count Fraction:
	
      30/360

	
       
	
      Reset Dates:
	
      The first day of each Calculation Period

	
       
	
      Compounding:
	
      Inapplicable

	
       
	
      Business Day:
	
      The States of California, Delaware, New York and
      Washington or if the Counterparty gives Provider notice of the change in
      the principal corporate trust office of the Counterparty in accordance
      with the PSA, the city in which the principal corporate trust office of
      the Counterparty is located

	
       
	
      Calculation Agent:
	
      CSIN

							









	
      3.            
      Account Details:
	
       

	
       
	
      Payments to CSIN:
	
      As advised separately in writing

	
       
	
      Payments to Counterparty:
	
      Deutsche Bank Trust Company

	
       
	
       
	
      ABA 021-001-033

	
       
	
       
	
      A/C # 01419663

	
       
	
       
	
      A/C Name NYLTD Funds Control - Stars
      West

	
       
	
       
	
      Ref: LB0606

	
       
	
       
	
      Attn:  Manuel Rivas- Long Beach
      2006-6 Swap

			




Trustee Capacity:

It is expressly
understood and agreed by the parties hereto that (i) this Confirmation is
executed and delivered by Counterparty not individually or personally but solely
as Trustee of the Trust, in the exercise of the powers and authority conferred
and vested in it under the PSA, (ii) each of the representations, undertakings
and agreements herein made on the part of the Trust is made and intended not as
personal representations, undertakings and agreements by Counterparty but is
made and intended for the purpose of binding only the Trust, (iii) nothing
herein contained shall be construed as creating any liability on the part of
Counterparty, individually or personally, to perform any covenant either
expressed or implied contained herein, all such liability, if any, being
expressly waived by the parties hereto and by any Person claiming by, through or
under the parties hereto and (iv) under no circumstances shall the Counterparty
be personally liable for the payment of any indebtedness or expenses of the
Trust or be liable for the breach or failure of any obligation, representation,
warranty or covenant made or undertaken by the Trust under this Confirmation or
any other related documents as to all of which recourse shall be had solely to
the assets of the Trust in accordance with the terms of the PSA.

 

 

 

 




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

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

 

 

 

 

 

 

 

 




ADDITIONAL TERMS


	
      Calculation Period up to but excluding the
      Period End Date scheduled to occur on:
	
      Notional Amount:

	
      25-September-2006
	
      USD 1,358,035,102.00

	
      25-October-2006
	
      USD 1,341,882,950.00

	
      25-November-2006
	
      USD 1,341,482,786.00

	
      25-December-2006
	
      USD 1,340,826,276.00

	
      25-January-2007
	
      USD 1,340,739,607.00

	
      25-February-2007
	
      USD 1,340,622,505.00

	
      25-March-2007
	
      USD 1,340,555,902.00

	
      25-April-2007
	
      USD 1,340,054,329.00

	
      25-May-2007
	
      USD 1,338,164,401.00

	
      25-June-2007
	
      USD 1,290,509,546.00

	
      25-July-2007
	
      USD 1,226,067,725.00

	
      25-August-2007
	
      USD 1,160,936,186.00

	
      25-September-2007
	
      USD 1,097,556,713.00

	
      25-October-2007
	
      USD 1,038,419,170.00

	
      25-November-2007
	
      USD 983,102,950.00

	
      25-December-2007
	
      USD 931,240,848.00

	
      25-January-2008
	
      USD 884,828,372.00

	
      25-February-2008
	
      USD 842,168,661.00

	
      25-March-2008
	
      USD 803,099,807.00

	
      25-April-2008
	
      USD 767,249,585.00

	
      25-May-2008
	
      USD 734,294,331.00

	
      25-June-2008
	
      USD 332,131,969.00

	
      25-July-2008
	
      USD 329,285,826.00

	
      25-August-2008
	
      USD 325,149,834.00

	
      25-September-2008
	
      USD 321,825,478.00

	
      25-October-2008
	
      USD 321,054,207.00

	
      25-November-2008
	
      USD 318,284,357.00

	
      25-December-2008
	
      USD 315,319,452.00

	
      25-January-2009
	
      USD 312,340,984.00

	
      25-February-2009
	
      USD 311,219,873.00

	
      25-March-2009
	
      USD 310,119,660.00

	
      25-April-2009
	
      USD 308,348,947.00

	
      25-May-2009
	
      USD 307,183,547.00

	
      25-June-2009
	
      USD 306,301,987.00

	
      25-July-2009
	
      USD 296,714,972.00

	
      25-August-2009
	
      USD 294,751,548.00

	
      25-September-2009
	
      USD 279,553,578.00

	
      25-October-2009
	
      USD 262,075,160.00

	
      25-November-2009
	
      USD 245,619,882.00

	
      25-December-2009
	
      USD 230,130,565.00

	
      25-January-2010
	
      USD 215,530,374.00

	
      25-February-2010
	
      USD 202,191,132.00

	
      25-March-2010
	
      USD 189,547,094.00

	
      25-April-2010
	
      USD 178,570,882.00

	
      25-May-2010
	
      USD 168,149,968.00

	
      25-June-2010
	
      USD 158,286,432.00

	
      25-July-2010
	
      USD 148,842,723.00

	
      25-August-2010
	
      USD 138,253,636.00

	
      25-September-2010
	
      USD 128,343,328.00

	
      25-October-2010
	
      USD 118,973,239.00

	
      25-November-2010
	
      USD 110,402,646.00

	
      25-December-2010
	
      USD 102,551,997.00

	
      25-January-2011
	
      USD 95,215,791.00

	
      25-February-2011
	
      USD 87,826,782.00

	
      25-March-2011
	
      USD 81,240,505.00

	
      25-April-2011
	
      USD 75,301,403.00

	
      25-May-2011
	
      USD 69,866,734.00

	
      25-June-2011
	
      USD 65,086,395.00

	
      25-July-2011
	
      USD
61,463,072.00




 

 




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

	
       
	
      Yours faithfully,
Credit Suisse
      International


By: /s/ Carole Villoresi                 

           
      Name: Carole Villoresi
     
  Title:   Authorized Signatory



 

 

Confirmed as of the date first written above:

 


Deutsche Bank National Trust Company,

not in its individual capacity but solely as

Supplemental Interest Trustee on behalf

of
the Long Beach Mortgage Loan

Supplemental Interest Trust 2006-6


 

 

 

By: /s/ Ronaldo Reyes          

       Name: Ronaldo Reyes

       Title: Vice President 

 

 

 

By: /s/ Eiko Akiyama              

       Name: Eiko Akiyama

       Title: Associate 

 

 

 

External
ID:
53137454N3                                                                                                                    
        Registered Office as above

                                                                                                           
Registered with unlimited liability in England under No.
2500199
                                                                                                                 
Authorised and Regulated by the Financial Services
Authority
                                                                                                                                                                      
VAT No: GB 447 0737 41











 (Multicurrency-Cross Border)

           

ISDA(R)

International Swap Dealers
Association, Inc.

MASTER
AGREEMENT

dated as of June 15,
2006



	
      CREDIT SUISSE
      INTERNATIONAL

      ("Party
      A")
	
          
      and
	
      Deutsche Bank National Trust
      Company, not in its individual capacity but solely as
      Supplemental Interest Trustee on behalf of Long Beach Mortgage Loan
      Supplemental Interest Trust 2006-6

       ("Party
  B")




 

have entered and/or anticipate
entering into one or more transactions (each a "Transaction") that are or
will
be governed by this Master Agreement, which includes the schedule (the
"Schedule"), and the documents
and other confirming evidence (each a
"Confirmation") exchanged between the parties confirming those
Transactions.

Accordingly, the
parties agree as follows:-

1.                   Interpretation

(a)                 Definitions. The terms defined in Section 14 and in the
Schedule will have the meanings therein specified for the purpose of this Master
Agreement.

(b)                 Inconsistency. In the event of any inconsistency between
the provisions of the Schedule and the other provisions of this Master
Agreement, the Schedule will prevail.  In the event of any inconsistency
between the provisions of any Confirmation and this Master Agreement (including
the Schedule), such Confirmation will prevail for the purpose of the relevant
Transaction.

(c)                 Single Agreement. All Transactions are entered into in
reliance on the fact that this Master Agreement and all Confirmations form a
single agreement between the parties (collectively referred to as
this
"Agreement"), and the parties would not otherwise enter into any
Transactions.

2.                   Obligations

(a)                 General Conditions.


  (i)       Each party will make each payment or delivery specified in each
  Confirmation to be made by it, subject to the other provisions of this
  Agreement.

  (ii)    
  Payments under this Agreement will be made on the due date for value on that
  date in the place
of the account specified in the relevant Confirmation or
  otherwise pursuant to this Agreement, in freely transferable funds and in the
  manner customary for payments in the required currency. Where settlement is by
  delivery (that is, other than by payment), such delivery will be made for
  receipt on the due date in the manner customary for the relevant obligation
  unless otherwise specified in the relevant Confirmation or elsewhere in this
  Agreement.

  (iii)    Each
  obligation of each party under Section 2(a)(i) is subject to (1) the condition
  precedent
that no Event of Default or Potential Event of Default with
  respect to the other party has occurred
and is continuing, (2) the
  condition precedent that no Early Termination Date in respect of the relevant
  Transaction has occurred or been effectively designated and (3) each other
  applicable condition precedent specified in this
Agreement.










value of that which was (or would have been)
required to be delivered as of the originally scheduled date
for delivery, in
each case together with (to the extent permitted under applicable law) interest,
in the currency,
of such amounts, from (and including) the date such amounts
or obligations were or would have been required
to have been paid or
performed to (but excluding) such Early Termination Date, at the Applicable
Rate. Such
amounts of interest will be calculated on the basis of daily
compounding and the actual number of days
elapsed. The fair market value of
any obligation referred to in clause (b) above shall be reasonably
determined
by the party obliged to make the determination under Section 6(e) or, if each
party is so obliged,
it shall be the average of the Termination Currency
Equivalents of the fair market values reasonably
determined by both
parties.

IN WITNESS WHEREOF
the parties have executed this document on the respective dates specified
below
with effect from the date specified on the first page of this
document.

	
      CREDIT SUISSE
INTERNATIONAL
	
       
	
      Deutsche Bank National Trust
      Company, not in its individual capacity but solely as
      Trustee on behalf of Long Beach Mortgage Loan Supplemental Interest Trust
      2006-6

	
          

      By: /s/ Carole Villoresi                                       

      Name: Carole Villoresi
Title:   Authorized
      Signatory
 
	
       
	
        

      By: /s/ Ronaldo
      Reyes                                     

      Name:  Ronaldo
      Reyes
Title:    Vice
    President
 

	
        

      By: /s/ Louis J. Impellizeri                                 

      Name: Louis J. Impellizeri
Title:   Authorized
      Signatory
 
	
       
	
        

      By: /s/ Eiko
      Akiyama                                        

      Name:  Eiko
      Akiyama
Title:    Associate
 



 

 

 






                                                                                                                                                         
Rate Swap Schedule

 

 

SCHEDULE

to
the

Master Agreement

dated as
of July 26, 2006

between

 

	
      CREDIT SUISSE

      INTERNATIONAL

	
      and


	
      Deutsche Bank National Trust Company, not in
      its individual capacity but solely as Supplemental Interest Trustee on
      behalf of Long Beach Mortgage Loan Supplemental Interest Trust
      2006-6


	
      _______________________________________

      ("Party A")
	
       
	
      _________________________________________

      ("Party B")



 

Part 1

Termination Provisions.

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

               
Section 5(a)(v),     Not applicable

               
Section 5(a)(vi),    Not applicable

               
Section 5(a)(vii),   Not applicable

               
Section 5(b)(iv),    Not applicable

and in relation to
Party B for the purpose of:

               
Section 5(a)(v),     Not applicable

               
Section 5(a)(vi),    Not applicable

               
Section 5(a)(vii),   Not applicable

               
Section 5(b)(iv),    Not applicable

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

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

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

        Section 5(a)(ii) (Breach of
Agreement) will not apply to Party A or Party B.

        Section 5(a)(iii) (Credit
Support Default) will not apply to Party A or Party B.

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

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

        Section 5(a)(vi) (Cross
Default) will not apply to Party A or Party B.

        Section 5(a)(vii)
(Bankruptcy) will apply to Party A and Party B; provided that clause (2)
thereof shall not apply to Party B.

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

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

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

        Section 5(b)(ii) (Tax
Event) will apply to Party A and Party B.

        Section 5(b)(iii) (Tax
Event upon Merger) will apply to Party A and will not apply to Party
B.

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

 

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

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

(i)    Loss will apply.

(ii)   The Second Method will apply.

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

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

(i)    Party A fails to comply with the Downgrade
Provisions as set forth in Part 5(b).  For all purposes of this Agreement,
Party A shall be the sole Affected Party with respect to the occurrence of a
Termination Event described in this Part 1(h)(i).

(ii)   The Pooling and Servicing Agreement dated as of July 1,
2006 among Long Beach Securities Corp. as Depositor, Washington Mutual Bank as
Seller and Master Servicer and Deutsche Bank National Trust Company as Trustee
for the trust and Supplemental Interest Trustee (the "Trustee") for the
Supplemental Interest Trust (the "Trust") as amended and supplemented
from time to time (the "PSA") or other transaction document is amended or
modified without the prior written consent of Party A, where such consent is
required under the terms of the PSA.

(iii)  The Trust is terminated pursuant to PSA.

(iv)  The deposit of the Termination Price by the Terminator with
the Trust pursuant to Section 9.01 of the PSA on a date that is no later than
the Determination Date in the month immediately preceding the Distribution Date
in which the Certificates will be retired; provided that the Early Termination
Date may not occur until a date that is no earlier than the Business Day after
the Distribution Date falling in the month immediately preceding the
Distribution Date on which the Certificates will be retired pursuant to Section
9.01 of the PSA.

 




Part 2

Tax Representations.

(a)   Payer Representations. For the purpose of
Section 3(e) of this Agreement, Party A will make the following representation
and Party B will make the following representation:

It is not
required by any applicable law, as modified by the practice of any relevant
governmental revenue authority, of any Relevant Jurisdiction to make any
deduction or withholding for or on account of any Tax from any payment (other
than interest under Section 2(e), 6(d)(ii) or 6(e) of this Agreement) to be made
by it to the other party under this Agreement. In making this representation, it
may rely on (i) the accuracy of any representations made by the other party
pursuant to Section 3(f) of this Agreement, (ii) the satisfaction of the
agreement contained in Section 4(a)(i) or 4(a)(iii) of this Agreement and the
accuracy and effectiveness of any document provided by the other party pursuant
to Section 4(a)(i) or 4(a)(iii) of this Agreement and (iii) the satisfaction of
the agreement of the other party contained in Section 4(d) of this Agreement,
provided that it shall not be a breach of this representation where reliance is
placed on clause (ii) and the other party does not deliver a form or document
under Section 4(a)(iii) of this Agreement by reason of material prejudice to its
legal or commercial position.

(b)   Payee Representations. For the purpose of
Section 3(f) of this Agreement, Party A and Party B make the representations
specified below, if any:

(i)       Party A makes the following
representation to Party B:

(A)     Party A is entering into each Transaction in
the ordinary course of its trade as, and is, a recognized UK bank as defined in
Section 840A of the UK Income and Corporation Taxes Act of 1988.

(B)      Party A has been approved as a
Withholding Foreign Partnership by the US Internal Revenue Service.

(C)      Party A's Withholding Foreign
Partnership Employer Identification Number is 98-0330001.

(D)      Party A is a partnership that agrees to
comply with any withholding obligation under Section 1446 of the Internal
Revenue Code.

(ii)     Party B makes no representations for the
purpose of Section 3(f) of this Agreement.

 




Part 3

Agreement to Deliver Documents.

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

(a)   Tax forms, documents or certificates to be delivered
are:   None

(b) Other documents to be delivered are:

 



	
      Party required to deliver
      document
	
      Form/Document/Certificate
	
      Date by which to be
    delivered
	
      Covered by Section 3(d)
      Representation

	
      Party A
	
      Certified copies of the charter and by laws of such party (or a
      resolution containing excerpts of such party's by laws), and of the
      resolutions of the board of directors of such party, or other applicable
      document, authorizing the execution and delivery of this Agreement and
      each Confirmation by such party.
	
      At or promptly following the execution and delivery of this
      Agreement.
	
      Yes

	
      Party A and Party B
	
      Evidence reasonably satisfactory to the other party as to the
      names, true signatures and authority of the officers or officials signing
      this Agreement or any Confirmation on its behalf.
	
      Upon execution of this Agreement.
	
      Yes

	
      Party A and B
	
      An opinion of counsel to such party relating to the enforceability
      of this Agreement reasonably satisfactory in form and substance to the
      other party.
	
      Concurrently with the execution and delivery of the Confirmation
      unless previously delivered and still in full force and
    effect.
	
      No

	
      Party B
	
      An executed copy of the PSA.
	
      Within 30 days after the date of this Agreement.
	
      Yes




 




Part 4.

Miscellaneous.

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

Party
A:

      (1)     Address for
notices or communications to Party A (other than by facsimile):



	
      Address:
	
      One Cabot Square
	
      Attention:
	
      (1)   Head of Credit Risk Management;

	
       
	
      London E14 4QJ
England
	
       
	
      (2)   Managing Director -
Operations
      Department;

	
       
	
       
	
       
	
      (3)   Managing Director - Legal
  Department

	
       
	
       
	
       
	
       

	
      Telex
      No.:
	
      264521
	
      Answerback:
	
      CSI G




 

(For all
purposes.)

 

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

 

Facsimile
No.:                  
44 20 7888 2686

Attention:                         
Managing Director - Legal Department

 

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

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

 

Party B:          Deutsche
Bank National Trust Company, not in its individual capacity but solely as
Supplemental Interest Trustee on behalf of Long Beach Mortgage Loan Supplemental
Interest Trust 2006-6

1761 East St. Andrew
Place,

Santa Ana,

California
92705-4934

Attention: Long Beach
Mortgage Loan Trust 2006-6

 

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

Party A appoints as its Process Agent:

Credit Suisse Securities (USA) LLC

Eleven Madison Avenue

New York, NY 10010

 

Attention:
             General
Counsel

                               
Legal and Compliance Department

Party B appoints as its Process Agent:  Not applicable.

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

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

Party A is not a Multibranch Party.

Party B is not a Multibranch Party.

(e)   Calculation Agent. The Calculation Agent is
Party A.

(f)    Credit Support Document. Credit
Support Document means

With
respect to Party A:  The Credit Support Annex . 

With respect to Party B:  The PSA.

(g)   Credit Support
Provider.

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

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

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

(i)    Netting of Payments. Subparagraph
(ii) of Section 2(c) of this Agreement will apply to all
Transactions.

(j)    "Affiliate."  Affiliate will
have the meaning specified in section 14, provided that Party B shall be deemed
to have no Affiliates.

 




Part 5.

Other Provisions.

(a)   Definitions.

Any
capitalized terms used but not otherwise defined in this Agreement shall have
the meanings assigned to them (or incorporated by reference) in the PSA. 
In the event of any inconsistency between the terms of this Agreement and the
terms of the PSA, this Agreement will govern.

 (b)   Downgrade
Provisions. 



(1)   It shall be a "Collateralization Event" if (A)
(i) the unsecured, unguaranteed and otherwise unsupported long-term senior
debt obligations of Party A are rated below "A1" by Moody's Investors
Service, Inc. ("Moody's") or are rated "A1" by Moody's and such rating is
on watch for possible downgrade (but only for so long as it is on watch for
possible downgrade) and (ii) the unsecured, unguaranteed and otherwise
unsupported short-term debt obligations of Party A are rated below "P‐1" by
Moody's or are rated "P‐1" by Moody's and such rating is on watch for possible
downgrade (but only for so long as it is on watch for possible downgrade), (B)
no short-term rating is available from Moody's and the unsecured, unguaranteed
and otherwise unsupported long-term senior debt obligations of Party A are
rated below "Aa3" by Moody's or are rated "Aa3" by Moody's and such rating is on
watch for possible downgrade (but only for so long as it is on watch for
possible downgrade), or (C)  either (i) the unsecured, unguaranteed and
otherwise unsupported short-term debt obligations of Party A are rated
below "A‐1" by Standard & Poor's Rating Services, a division of The
McGraw-Hill Companies, Inc. ("S&P") or (ii) if Party A does not
have a short-term rating from S&P, the unsecured, unguaranteed and otherwise
unsupported long-term senior debt obligations of Party A are rated below
"A+" by S&P or (D) either (i) the unsecured, unguaranteed and otherwise
unsupported long-term senior debt obligations of Party A are rated below "A" by
Fitch, Inc. ("Fitch", and together with S&P and Moody's, the
"Rating Agencies") or (ii) the unsecured, unguaranteed and otherwise
unsupported short-term debt obligations of Party A are rated below "F-1" by
Fitch.  For the avoidance of doubt, the parties hereby acknowledge and
agree that notwithstanding the occurrence of a Collateralization Event, this
Agreement and each Transaction hereunder shall continue to qualify as a Swap
Agreement for purposes of the distribution priorities in Article IV of the
PSA.  Within 30 days from the date a Collateralization Event has occurred
and so long as such Collateralization Event is continuing, Party A shall,
at its own expense, and subject to satisfaction of the Rating Agency Condition
either (i) pursuant to the terms of the Credit Support Annex to this Agreement,
post collateral to Party B in an amount sufficient to restore to the levels that
existed immediately prior to the Collateralization Event the ratings of any
Certificates then rated by the Rating Agencies, (ii) furnish a guarantee of
Party A's obligations under this Agreement from a guarantor with a long-term
credit rating greater than or equal to "A+" by S&P and "Aa3" by Moody's, or
(iii) obtain a substitute counterparty that (a) satisfies the Hedge Counterparty
Ratings Requirement (as defined herein) and (b) assumes the obligations of
Party A under this Agreement (through an assignment and assumption
agreement in form and substance reasonably satisfactory to Party B) or
replaces the outstanding Transactions hereunder with transactions on identical
terms, except that Party A shall be replaced as counterparty, provided that
such substitute counterparty, as of the date of such assumption or replacement,
must not, as a result thereof, be required to withhold or deduct on account of
tax under the Agreement or the new transactions, as applicable, and such
assumption or replacement must not lead to a termination event or event of
default occurring in respect of the new transactions, as applicable.  To
the extent that Party A elects or is required to post collateral pursuant to
this Part 5(b)(1), Party A shall deliver to each applicable Rating Agency within
thirty (30) calendar days of the occurrence of such Collateralization Event an
opinion satisfactory to the Rating Agency as to the enforceability of the Credit
Support Annex and which confirms that, notwithstanding the commencement of a
case under the Bankruptcy Code with respect to Party A, the collateral will (a)
be available to meet swap obligations notwithstanding the automatic stay and (b)
if delivered pre-bankruptcy, will not be subject to recovery as preferences or
constructive fraudulent conveyances, in each case subject to standard
qualifications and assumptions.



(2)   It shall be a ratings event (a "Ratings
Event") if at any time after the date hereof Party A shall fail to
satisfy the Hedge Counterparty Ratings Threshold.  "Hedge Counterparty
Ratings Threshold" shall mean (A) the unsecured, unguaranteed and otherwise
unsupported long-term senior debt obligations of Party A are rated at least
"BBB-" by S&P, (B) the unsecured, unguaranteed and otherwise unsupported
long-term senior debt obligations of Party A are rated at least "A3" by
Moody's (and such rating is not on watch for possible downgrade) and the
unsecured, unguaranteed and otherwise unsupported short-term debt obligations of
Party A are rated at least "P‐2" by Moody's (and such rating is not on
watch for possible downgrade), and (C) either (i) the unsecured, unguaranteed
and otherwise unsupported long-term senior debt obligations of Party A are
rated at least "BBB+" by Fitch or (ii) the unsecured, unguaranteed and otherwise
unsupported short-term debt obligations of Party A are rated at least "F2"
by Fitch.  For the avoidance of all doubts, the parties hereby acknowledge
and agree that notwithstanding the occurrence of a Ratings Event, this Agreement
and each Transaction hereunder shall continue to qualify as a Swap Agreement for
purposes of the distribution priorities in Section 4.01 of the PSA.



(3)  
Following a Ratings Event, Party A shall take the following
actions:



(a)   Within 30 days (or, in the case of a failure to meet the
requirements of subparagraph (A) of the definition of "Hedge Counterparty
Ratings Threshold", within 10 Business Days) of the Ratings Event, Party A,
at its sole expense, shall (i) obtain a substitute counterparty that (A)
satisfies the Rating Agency Condition, (B) satisfies the Hedge Counterparty
Ratings Requirement and (C) assumes the obligations of Party A under this
Agreement (through an assignment and assumption agreement in form and substance
reasonably satisfactory to Party B) or replaces the outstanding
Transactions hereunder with transactions on identical terms, except that
Party A shall be replaced as counterparty, provided that such substitute
counterparty, as of the date of such assumption or replacement, must not, as a
result thereof, be required to withhold or deduct on account of tax under the
Agreement or the new transactions, as applicable, and such assumption or
replacement must not lead to a termination event or event of default occurring
in respect of the new transactions, as applicable, or (ii) furnish a guarantee
of Party A's obligations under this Agreement from a guarantor that (A)
satisfies the Hedge Counterparty Ratings Requirement and (B) satisfies the
Rating Agency Condition, or (iii) take such other action that satisfies the
Rating Agency Condition.  Notwithstanding anything contained herein to the
contrary, if Party A is required to transfer its rights and obligations under
this Agreement pursuant to this Part 5(b)(3) as a result of a rating issued by
S&P, Party A shall, at all times prior to such transfer, be required to post
collateral in accordance with (i) the terms of the Credit Support Annex to this
Agreement or (ii) an agreement with Party B providing for the posting of
collateral, which agreement shall satisfy the Rating Agency Condition specified
in Part 5(n) below and require Party A to post the required
collateral.

"Hedge Counterparty Ratings Requirement" shall mean (a) either (i)
the unsecured, unguaranteed and otherwise unsupported short-term debt
obligations of the substitute counterparty are rated at least "A‐1" by S&P
or (ii) if the substitute counterparty does not have a short-term rating from
S&P, the unsecured, unguaranteed and otherwise unsupported long-term senior
debt obligations of the substitute counterparty are rated at least "A+" by
S&P, (b) either (i) the unsecured, unguaranteed and otherwise unsupported
long-term senior debt obligations of such substitute counterparty are rated at
least "A1" by Moody's (and if rated "A1" by Moody's, such rating is not on watch
for possible downgrade) and the unsecured, unguaranteed and otherwise
unsupported short-term debt obligations of such substitute counterparty are
rated at least "P‐1" by Moody's (and if rated "P-1" by Moody's, such rating is
not on watch for possible downgrade and remaining on watch for possible
downgrade), or (ii) if such substitute counterparty does not have a short-term
debt rating from Moody's, the unsecured, unguaranteed and otherwise unsupported
long-term senior debt obligations of such substitute counterparty are rated at
least "Aa3" by Moody's (and if rated "Aa3" by Moody's, such rating is not on
watch for possible downgrade), and (c) either (i) the unsecured, unguaranteed
and otherwise unsupported long-term senior debt obligations of such substitute
counterparty are rated at least "A" by Fitch or (ii) the unsecured, unguaranteed
and otherwise unsupported short-term debt obligations of such substitute
counterparty are rated at least "F1" by Fitch. For the purpose of this
definition, no direct or indirect recourse against one or more shareholders of
the substitute counterparty (or against any Person in control of, or controlled
by, or under common control with, any such shareholder) shall be deemed to
constitute a guarantee, security or support of the obligations of the substitute
counterparty.

 

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

(vi)        Eligible Contract
Participant. It is an "eligible contract participant" as defined in
section 1a(12) of the U.S. Commodity Exchange Act.

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

(viii)      Relationship between Party A and
Party B. Subject as provided in Part 5(g), each of Party A and Party B
will be deemed to represent to the other on the date on which it enters into a
Transaction or an amendment thereof that (absent a written agreement between
Party A and Party B that expressly imposes affirmative obligations to the
contrary for that Transaction):

(1)          
Principal. Party A is acting as principal and not as agent when
entering into this Agreement and each Transaction.  Party B is acting not
in its individual capacity but solely as Trustee on behalf of Long Beach
Mortgage Loan Supplemental Interest Trust 2006-6.

(2)          
Non-Reliance. Party A is acting for its own account and it has
made its own independent decisions to enter into that Transaction and as to
whether that Transaction is appropriate or proper for it based upon its own
judgment and upon advice from such advisors as it has deemed necessary. 
Party B is acting not in its individual capacity but solely as Trustee on behalf
of Long Beach Mortgage Loan Supplemental Interest Trust 2006-6. It is not
relying on any communication (written or oral) of the other party as investment
advice or as a recommendation to enter into that Transaction; it being
understood that information and explanations related to the terms and conditions
of a Transaction shall not be considered investment advice or a recommendation
to enter into that Transaction. No communication (written or oral) received from
the other party shall be deemed to be an assurance or guarantee as to the
expected results of that Transaction.

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

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

(d)   Section 1(c).  For purposes of Section
1(c) of the Agreement, the Transaction with External ID: [_________] shall be
the sole Transaction under the Agreement.

(e)   Transfer.  Section 7 is hereby amended
to read in its entirety as follows:

Except as stated under Section 6(b)(ii), provided that to the extent
Party A makes a transfer pursuant to Section 6(b)(ii) it will provide a prior
written notice to the Rating Agencies of such transfer, neither Party A nor
Party B is permitted to assign, novate or transfer (whether by way of security
or otherwise) as a whole or in part any of its rights, obligations or interests
under this Agreement or any Transaction without the prior written consent of the
other party; provided, however, that (i) Party A may make such a
transfer of this Agreement pursuant to a consolidation or amalgamation with, or
merger with or into, or transfer of substantially all of its assets to, another
entity, or an incorporation, reincorporation or reconstitution, and (ii) Party A
may transfer this Agreement to any Person that is an office, branch or affiliate
of Party A (any such Person, office, branch or affiliate, a Transferee)
on at least five Business Days' prior written notice to Party B; provided
that, with respect to clause (ii), (A) as of the date of such transfer the
Transferee will not be required to withhold or deduct on account of a Tax from
any payments under this Agreement unless the Transferee will be required to make
payments of additional amounts pursuant to Section 2(d)(i)(4) of this Agreement
in respect of such Tax; (B) a Termination Event or Event of Default does not
occur under this Agreement as a result of such transfer; (C) such notice is
accompanied by a written instrument pursuant to which the Transferee acquires
and assumes the rights and obligations of Party A so transferred; and (D) Party
A will be responsible for any costs or expenses incurred in connection with such
transfer.  Party B will execute such documentation as is reasonably deemed
necessary by Party A for the effectuation of any such transfer. 
Notwithstanding the foregoing, no such transfer shall be made unless the
transferring party obtains a written acknowledgment from each of the Rating
Agencies that, notwithstanding such transfer, the then-current ratings of the
Certificates will not be reduced or withdrawn, provided, however, that
this provision shall not apply to any transfer that is made pursuant to the
provisions of Part 5(b) of this Agreement.

Except as specified
otherwise in the documentation evidencing a transfer, a transfer of all the
obligations of Party A made in compliance with this Section 7 will constitute an
acceptance and assumption of such obligations (and any related interests so
transferred) by the Transferee, a novation of the transferee in place of Party A
with respect to such obligations (and any related interests so transferred), and
a release and discharge by Party B of Party A from, and an agreement by Party B
not to make any claim for payment, liability, or otherwise against Party A with
respect to, such obligations from and after the effective date of the
transfer.

In addition, Party
A may transfer this Agreement without the prior written consent of the Trustee
on behalf of Party B but with prior written notice to S&P, to an Affiliate
of Party A that satisfies the Hedge Counterparty Rating Requirements or that has
furnished a guarantee, subject to S&P Ratings Condition, of the obligations
under this Agreement from a guarantor that satisfies the Hedge Counterparty
Rating Requirements; provided that satisfaction of the S&P Ratings Condition
will be required unless such transfer is in connection with the assignment and
assumption of this Agreement by such an Affiliate without modification of its
terms, other than the following terms: party name, dates relevant to the
effective date of such transfer, tax representations (provided that the
representations in Part 2(a) are not modified) and any other representations
regarding the status of such an Affiliate the substitute counterparty of the
type included in Section (c) of this Part 5 and notice information (in which
case, Party A shall provide written notice to S&P with respect
thereto).

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

(g)   Additional Representations.

        Party B represents
that:

(i)    Status.  The Trustee is trustee of the Trust
under the PSA.  It is a national banking association validly existing under
the laws of the United States; and 

(ii)   Powers. In its capacity as trustee of the Trust, the
Trustee has power under the PSA to execute this Agreement and any other
documentation relating to this Agreement that the Trustee is executing and
delivering on behalf of the Trust, to deliver this Agreement and any other
documentation relating to this Agreement that it is required to execute and
deliver and to perform the obligations (on behalf of the Trust) under this
Agreement and any obligations (on behalf of the Trust) under any Credit Support
Document to which the Trustee on behalf of the Trust is party and has taken all
necessary action to authorize such execution, delivery and
performance.

(h)   Proceedings.  Without impairing any
right afforded to it under the PSA as a third party beneficiary, Party A shall
not institute against or cause any other person to institute against, or join
any other person in instituting against the Trust, any bankruptcy,
reorganization, arrangement, insolvency or liquidation proceedings, or other
proceedings under any federal or state bankruptcy, dissolution or similar law,
for a period of one year and one day, or if longer the applicable preference
period then in effect, following indefeasible payment in full of the
Certificates.  Nothing shall preclude, or be deemed to stop, Party A (i)
from taking any action prior to the expiration of the aforementioned one year
and one day period, or if longer the applicable preference period then in
effect, in (A) any case or proceeding voluntarily filed or commenced by Party B
or (B) any involuntary insolvency proceeding filed or commenced by a Person
other than Party A, or (ii) from commencing against Party B or any of the
Mortgage Loans any legal action which is not a bankruptcy, reorganization,
arrangement, insolvency, moratorium, liquidation or similar
proceeding.

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

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

 

(j)    Pooling and Servicing
Agreement.  Party B will provide at least ten days' prior written
notice to Party A of any proposed amendment or modification to the PSA and Party
B will obtain the prior written consent of Party A to any such amendment or
modification, where such consent is required under the terms of the
PSA.

(k)   Set-off.  Notwithstanding any
provision of this Agreement or any other existing or future agreements, each of
Party A and Party B irrevocably waives as to itself any and all contractual
rights it may have to set off, net, recoup or otherwise withhold or suspend or
condition its payment or performance of any obligation to the other party under
this Agreement against any obligation of one party hereto to the other party
hereto arising outside of this Agreement.  The provisions for set-off set
forth in Section 6(e) of this Agreement shall not apply for purposes of this
Transaction.

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

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

(n)   Rating Agency Condition.  Without
prejudice to Section 9 of this Agreement, this Agreement will not be amended
unless the Rating Agency Condition is satisfied with respect to such
amendment.  "Rating Agency Condition" means, with respect to any
particular proposed act or omission to act hereunder that the party acting or
failing to act must consult with each of S&P, Fitch and Moody's then
providing a rating of the Class A Certificates and the Mezzanine Certificates
and receive a prior written confirmation from each of the Rating Agencies that
S&P, Moody's or Fitch will not downgrade or withdraw its then-current
ratings of any outstanding Class A Certificates and the Mezzanine
Certificates.

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

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

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

(r)    Independent Reliance.  The
parties agree to amend Section 3 of this Agreement by the addition of the
following provision at the end thereof and marked as subsection (g).

 

"(g)     Independent Reliance.  
Party A is entering into this Agreement and will enter into each Transaction in
reliance upon such tax, accounting, regulatory, legal, and financial advice as
it deems necessary and not upon any view expressed by the other party. 
Party B is entering into this Agreement and will enter into each Transaction in
reliance upon the direction of the Depositor and not upon any view expressed by
the other party."

 

(s)   Escrow Payments.  If (whether by
reason of the time difference between the cities in which payments are to be
made or otherwise) it is not possible for simultaneous payments to be made on
any date on which both parties are required to make payments hereunder, either
party may at its option and in its sole discretion notify the other party that
payments on that date are to be made in escrow.  In this case deposit of
the payment due earlier on that date shall be made by 2:00 pm (local time at the
place for the earlier payment) on that date with an escrow agent selected by the
notifying party, accompanied by irrevocable payment instructions (i) to release
the deposited payment to the intended recipient upon receipt by the escrow agent
of the required deposit of the corresponding payment from the other party on the
same date accompanied by irrevocable payment instructions to the same effect or
(ii) if the required deposit of the corresponding payment is not made on that
same date, to return the payment deposited to the party that paid it into
escrow.  The party that elects to have payments made in escrow shall pay
all costs of the escrow arrangements.

 

(t)    Method of Notice.  Section
12(a)(ii) of this Agreement is deleted in its entirety.

 

(u)   USA PATRIOT Act Notice.  Party A
hereby notifies Party B that pursuant to the requirements of the USA Patriot Act
(Title III of Pub. L. 107-56 (signed into law October 26, 2001)) (the
"Act"), it is required to obtain, verify and record information that
identifies Party B, which information includes the name and address of Party B
and other information that will allow Party A to identify Party B in accordance
with the Act.

 

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

 




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

	
      CREDIT SUISSE
      INTERNATIONAL



 
	
      Deutsche Bank National Trust Company, not in its individual
      capacity but solely as Supplemental Interest Trustee on behalf of Long
      Beach Mortgage Loan Supplemental Interest Trust
2006-6

	
      By: /s/ Carole Villoresi                                       

      Name: Carole Villoresi

      Title:   Authorized Signatory
	
      By: /s/ Ronaldo
      Reyes                                     

      Name: Ronaldo
      Reyes

      Title:   Vice President

	
       

       

      By: /s/ Louis J. Impellizeri                                 

      Name: Louis J. Impellizeri

      Title:   Authorized Signatory
	
       

       

      By: /s/ Eiko
      Akiyama                                        

      Name: Eiko
      Akiyama

      Title:   
      Associate



 







CSA

Elections and Variables
to the
ISDA Credit Support Annex
dated as of July 26, 2006
between


	
      CREDIT SUISSE INTERNATIONAL
	
      and
	
      Deutsche Bank National Trust Company, not in
      its individual capacity but solely as Supplemental Interest Trustee on
      behalf of the supplemental interest trust created under the Pooling and
      Servicing Agreement in respect of the Long Beach Mortgage Loan Trust
      2006-6, dated as of July 1, 2006 (the "Long
      Beach Mortgage Loan Supplemental Interest Trust 2006-6")

	
      _______________________________________

      ("Party A")
	
       
	
      _________________________________________

      ("Party B")




Paragraph
13.

(a)          
Security Interest for "Obligations".

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

               
With respect to Party A:     None.

               
With respect to Party B:     None.

(b)          
Credit Support Obligations.

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

                               
(A)          "Delivery
Amount" has the meaning specified in Paragraph 3(a), except that the
words "upon a demand made by the Secured Party" shall be deleted and the word
"that" on the second line of Paragraph 3(a) shall be replaced with the word
"a".  Paragraph 4(b) is hereby amended by the insertion of the words "(i)
in respect of a Transfer pursuant to Paragraph 3(b)," immediately prior to the
words "if a demand for" and the insertion of the words "; and (ii) in respect of
a Transfer pursuant to Paragraph 3(a), the relevant Transfer will be made not
later than the close of business on the Local Business Day following the
Valuation Date" immediately prior to the period.

                               
(B)           "Return
Amount" has the meaning specified in Paragraph 3(b).

                               
(C)           "Credit
Support Amount" for a Valuation Date shall mean one of the following
depending on whether or not the specified events have occurred on such Valuation
Date:-

(i)            if
a Collateralization Event has not occurred, or has occurred but is not
continuing, "Credit Support Amount" shall mean zero
(0);

(ii)           if a
Ratings Event has occurred and is continuing or a Collateralization Event has
occurred other than pursuant to Part 5(b)(1)(C) and is continuing, "Credit
Support Amount" shall mean an amount in USD equal to the greater of (a)
the Secured Party's Exposure and (b) an amount equal to the Floating Amount
payable by Party A pursuant to the Transaction in respect of the first Floating
Rate Payer Payment Date scheduled to occur on or after the date on which the
Delivery Amount as a result of such Collateralization Event is due;

               
(iii)          if a
Collateralization Event has occurred pursuant to Part 5(b)(1)(C) and is
continuing, "Credit Support Amount" shall mean an amount in USD
equal to the greater of (a) the sum of (i) Party B's Exposure and (ii) the
Notional Volatility Buffer and (b) zero.  "Notional Volatility
Buffer", as determined by the Valuation Agent for any date, means the
product of (i) the Notional Amount of the Transaction on such date, (ii) the
Payment Factor, and (iii) the Volatility Buffer Percentage for such date as set
out in the table below on such date,

	

      Party A S&P Rating on such
      date
	
      Volatility Buffer
  Percentage

	
       
	
       

	
      S&P S-T Rating
      of A-1 or above
	
      0.00%

	
      S&P S-T Rating
      of A-2
	
      3.25%

	
      S&P S-T Rating
      of A-3
	
      4.00%

	
      S&P L-T Rating
      of BB+ or lower
	
      4.50%



L-T Rating means with respect to any Person, the
unsecured, unguaranteed and otherwise unsupported long-term senior debt
obligations of such Person.

S-T Rating means with respect to any Person, the
unsecured, unguaranteed and otherwise unsupported short-term debt obligations of
such Person.

Payment Factor means 1.

               
(ii)           Eligible
Collateral.  On any date, the following items will qualify as
"Eligible Collateral" for  Party A:

	
       
	
       
	
      Valuation
      Percentage

	
      (A)
	
      Cash
	
      100%

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

	
      (C)
	
      coupon-bearing negotiable debt obligations issued after 18 July
      1984 by the U.S. Treasury Department having a residual maturity on such
      date equal to or greater than 1 year but less than 5 years
	
      93.8%

	
      (D)
	
      coupon-bearing negotiable debt obligations issued after 18 July
      1984 by the U.S. Treasury Department having a residual maturity on such
      date  equal to or greater than 5 years but less than 10
      years
	
      90.3%



               
(iii)          Other Eligible
Support.  None.

               
(iv)         
Thresholds.

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

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

                               
(B)          
"Threshold" means with respect to Party A and Party B:  Not
applicable.

                               
(C)           "Minimum
Transfer Amount" means with respect to Party A:
 $50,000.

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

                               
(D)          Rounding 
The Delivery Amount and the Return Amount will be rounded up and down
respectively to the nearest integral multiple of $1,000, provided that this
"Rounding" provision shall not apply in respect of any Return Amount payable in
respect of any date on which Party B's Exposure is less than or equal to
zero.



(c)          
Valuation and Timing.

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

               
(ii)          
"Valuation Date" means,

                               
(A)      in the event that (1) no Collateralization
Event has occurred, or has occurred but is not continuing, (2) a
Collateralization Event has occurred other than pursuant to Part 5(b)(1)(C) and
is continuing, or (3) two or more Collateralization Events have occurred
pursuant to Part 5(b)(1)(C) and any other subparagraph of Part 5(b)(1) and are
continuing, each Local Business Day which, if treated as a Valuation Date, would
result in a Delivery Amount or a Return Amount; and

                               
(B)         in the event that a
Collateralization Event has occurred solely pursuant to Part 5(b)(1)(C) and is
continuing, or a Ratings Event has occurred and Party A has not obtained a
substitute counterparty as set forth in Part 5(b)(3) the last Local Business Day
of each calendar week.

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

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

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

               
No events shall constitute a "Specified Condition."

(e)          
Substitution.

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

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

(f)           
Dispute Resolution.

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

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

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

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

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

(g)          
Holding and Using Posted Collateral.

               
(i)           
Eligibility to Hold Posted Collateral; Custodians:

                              The
Supplemental Interest Trust Trustee (as defined in the PSA) will be entitled to
hold Posted Collateral pursuant to Paragraph 6(b).

               
(ii)           Use of
Posted Collateral.  The provisions of Paragraph 6(c) will not apply
to Party B.  Therefore, Party B will not have any of the rights specified
in Paragraph 6(c)(i) or 6(c)(ii).

(h)          
Distributions and Interest Amount.

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

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

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

(i)           
Additional Representation(s).

               
There are no additional representations by either party.

(j)           
Demands and Notices.

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

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

               
If to Party A:

                               
Address:               
One Cabot Square

                                                               
London E14 4QJ

                               
                               
England

                               
Telephone:            44
20 7888 3083

                                                               
Facsimile:  44 20 7883 7987

                               
                               
Attention:  Collateral Management Unit

               
If to Party B:

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

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

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

(k)          
Address for Transfers.

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

               
Party B: 
               
U.S. Bank
N.A.
                               
ABA: 
091000022
                               
DDA: 
173103322058
                               
Ref:  CSFBMSC HEMT
2006-3
                               
Attn:  Josh Wilkening

(l)           
Other Provisions.

               
(i)           
Additional Definitions

                               
As used in this Annex:

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

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



               
(ii)          
Transfer Timing

(a)           Paragraph
4(b) shall be deleted and replaced in its entirety by the following
paragraph: 

"Subject to Paragraphs 4(a) and 5 and unless otherwise specified, if a
demand for the Transfer of Eligible Credit Support or Posted Credit Support is
made by the Notification Time, then the relevant Transfer will be made not later
than the close of business on the second Local Business Day thereafter; if a
demand is made after the Notification Time then the relevant Transfer will be
made not later than the close of business on the third Local Business Day
thereafter."

(b)           Paragraph
6(d)(1) shall be amended so that the reference therein to "the following Local
Business Day" shall be replaced by reference to "the second Local Business Day
thereafter".

               
(iii)          Events of Default

Paragraph 7 shall be deleted and replaced in its entirety by the
following paragraph:

"For the purposes of Section 5(a)(i) of this Agreement, an Event of
Default will exist with respect to a party if that party fails (or fails to
cause its Custodian) to make, when due, any Transfer of Posted Credit Support or
the Interest Amount, as applicable, required to be made by it and that failure
continues for two Local Business Days after the notice of that failure is given
to that party".

.               
(iv)          Return of Fungible Securities

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

               
(v)          
Covenants of the Pledgor

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

               
(vi)          No Counterclaim

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

               
(vii)         Holding Collateral

The Secured Party shall cause any Custodian appointed hereunder to open
and maintain a segregated account and to hold, record and identify all the
Posted Collateral in such segregated account and, subject to Paragraphs 6(c) and
8(a), such Posted Collateral shall at all times be and remain the property of
the Pledgor and shall at no time constitute the property of, or be commingled
with the property of, the Secured Party or the Custodian.

(viii)        Security and Performance

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

(ix)          
Agreement as to Single Secured Party and
Pledgor

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

(x)           
External Verification of Mark-to-Market Valuations.

Every month after a Collateralization Event has occurred pursuant to Part
5(b)(1)(C) and is continuing, then, unless otherwise agreed in writing with
S&P, Party A will verify its determination of Exposure of the Transaction on
the next Valuation Date by seeking quotations from two (2) Reference
Market-makers for their determination of Exposure of the Transaction on such
Valuation Date and the Valuation Agent will use the greater of either (a) its
own determination or (b) the highest quotation for a Reference Market-maker, if
applicable, for the next Valuation Date; provided, that this Paragraph 13(l)(x)
shall only apply to the extent that the Notes outstanding at such time (as
defined in the PSA) are rated higher by S&P than the S&P L-T Rating of
Party A; and provided further, that Party A shall not seek verification of its
determination of Exposure as described above from the same Reference
Market-maker more than four times in any twelve-month period.

(xi)          
Expenses.

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

(xii) 
        Trustee
Capacity.

It
is expressly understood and agreed by the parties hereto that (i) this Agreement
is executed and delivered by the Trustee not individually or personally but
solely as trustee of the Trust, in the exercise of the powers and authority
conferred and vested in it under the PSA, (ii) each of the representations,
undertakings and agreements herein made on the part of the Trust is made and
intended not as personal representations, undertakings and agreements by the
Trustee but is made and intended for the purpose of binding only the Trust,
(iii) nothing herein contained shall be construed as creating any liability on
the part of the Trustee, individually or personally, to perform any covenant
either expressed or implied contained herein, all such liability, if any, being
expressly waived by the parties hereto and by any Person claiming by, through or
under the parties hereto and (iv) under no circumstances shall the Trustee be
personally liable for the payment of any indebtedness or expenses of the Trust
or be liable for the breach or failure of any obligation, representation,
warranty or covenant made or undertaken by the Trust under this Agreement or any
other related documents as to all of which recourse shall be had solely to the
assets of the Trust in accordance with the terms of the PSA.


	
      CREDIT SUISSE INTERNATIONAL
	
      Deutsche Bank National Trust Company, not in its individual
      capacity but solely as Supplemental Interest Trustee on behalf of the
      supplemental interest trust created under the Pooling and Servicing
      Agreement in respect of the Long Beach Mortgage Loan Trust 2006-6, dated
      as of July 1, 2006

	
       

      By: /s/ Carole Villoresi                                       

      Name: Carole Villoresi

      Title:   Authorized Signatory
	
       

      By: /s/ Ronaldo
      Reyes                                     

      Name: Ronaldo
      Reyes

      Title:   Vice President

	
       

      By: /s/ Louis J. Impellizeri                                 

      Name: Louis J. Impellizeri

      Title:   Authorized Signatory
	
       

      By: /s/ Eiko
      Akiyama                                        

      Name: Eiko
      Akiyama

      Title:   Associate